<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(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, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
FOR THE TRANSITION PERIOD FROM TO
COMMISSION FILE NUMBER 0-16805
ASSOCIATED PLANNERS REALTY FUND, (A CALIFORNIA LIMITED PARTNERSHIP)
(Exact name of registrant as specified in its charter)
CALIFORNIA 95-4036980
State or other jurisdiction of (IRS Employer
incorporation or organization identification)
5933 WEST CENTURY BLVD., 9TH FLOOR, LOS ANGELES, CA 90045-5454
(Address of principal executive offices)
Registrant's telephone number, including area code (310) 670-0800
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered
NONE NONE
Securities registered pursuant to Section 12(g) of the Act:
UNITS OF LIMITED PARTNERSHIP INTEREST
(Title of class)
Indicate by check mark whether the registrant (1) has filed all reports 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 O No
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulations 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 [ ]
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PART I
ITEM 1. BUSINESS
Associated Planners Realty Fund (the "Partnership"), was organized in
November 1985, under the California Revised Limited Partnership Act. The
General Partner is West Coast Realty Advisors, Inc. ("WCRA"), a California
corporation.
The Partnership was organized for the purpose of investing in, holding, and
managing improved, unleveraged income-producing property, such as residential
properties, office buildings, commercial buildings, industrial properties,
miniwarehouse facilities, and shopping centers ("Properties"), which are
believed to have potential for cash flow and capital appreciation. The
Partnership intends to own and operate such Properties for investment over an
anticipated holding period of approximately five to ten years. At December 31,
1995, the Partnership had no employees.
The Partnership's principal investment objectives are to invest the net
proceeds in real properties which will:
1. Preserve and protect the Partnership's invested capital;
2. Provide for cash distributions from operations;
3. Provide gains through potential appreciation; and
4. Generate federal income tax deductions so that a portion of cash
distributions may be treated as a return of capital for tax
purposes and, therefore, may not represent taxable income to the
Limited Partners.
The Partnership acquired an 81.2% interest in two office buildings on
December 31, 1986 in a joint venture with a related party, a 100% interest in a
shopping center on January 23, 1987, a 100% interest in a commercial office
building on November 12, 1987, and a 100% interest in a miniwarehouse facility
on May 9, 1988. The terms of the joint venture call for Associated Planners
Realty Fund to receive 81.2% of the operating profits and depreciation expense
on the property. Upon disposition of the property, the Partnership will be
entitled to 81.2% of the proceeds received from the sale of the property. All
properties are located in California except for the miniwarehouse which is
located in Washington. The mini-warehouse was sold in May 1995 (See Item 7 -
Management's Discussion And Analysis of Financial Condition And Results of
Operations).
The ownership and operation of any income-producing real estate is subject to
those risks inherent in all real estate investments. These include national and
local economic conditions, the supply of and demand for similar types of real
property, competitive marketing conditions, zoning changes, possible casualty
losses, and increases in real estate taxes, assessments, and operating expenses,
as well as others. In addition, the real estate market at this date is in a
general state of uncertainty, and there is no assurance as to how long it might
continue or its possible effect on the Partnership.
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This uncertainty is evidenced by the following conditions:
1. Downtrends in the real estate market in various areas of the
country as evidenced by high vacancy rates in the commercial
sector, and a large unsold inventory of new homes, particularly
in California.
2. Economic recession, as evidenced by higher unemployment, slow
consumer spending, and low increases in gross national product
figures.
3. The effect of current or proposed tax reform legislation which
has slowed the level of sale and development of real estate and
the formation of real estate partnerships in many areas of the
country.
4. Availability and cost of financing to allow for the purchase and
sale of properties and to maintain overall real estate values.
Although these factors have not materially affected the current financial
results of the Partnership, there is a potential for them to have material
effects on the Partnership's operations over the long-term.
The Partnership is subject to competitive conditions that exist in the local
markets where it operates rental real estate. These conditions are discussed in
Item 2-- "Properties".
The Partnership is operated by the General Partner, subject to the terms of
the Amended and Restated Agreement of Limited Partnership. The Partnership has
no employees, and all administrative services are provided by WCRA.
<PAGE>
ITEM 2. PROPERTIES
The properties acquired and disposed of by the Partnership are described
below:
SANTA FE BUSINESS PARK (TWO PROPERTIES)
On December 31, 1986, the Partnership purchased two out of six office
buildings ("Building 3" and "Building 5"), located in a complex known as Santa
Fe Business Park (the "Park"). The Park is located in Encinitas, California,
near the intersection of Encinitas Boulevard and Interstate 5. The existence of
a major highway (Interstate 5) near the office park makes it a desirable and
accessible location for tenants. As the Partnership owns two of six buildings
that make up Santa Fe Business Park, it is subject to competition from the other
four buildings in the complex.
The buildings were acquired in a joint venture with Prado Land Company
(Prado), a California General Partnership, which is an affiliate of the General
Partner. The Partnership has an 81.2% interest in the buildings and related
profits and losses, and Prado has an 18.8% interest.
The Park was completed in 1982, and is situated on 163,765 square feet of
land. The buildings are two-story, constructed with steel and wood frames, with
exterior walls of concrete and wood. There is extensive use of windows in the
modern design, and Building 5 is operated as an executive suite with on-site
management and several desirable shared amenities, such as conference rooms,
showers, secretarial services, and wet bars. Ample parking is available around
both buildings.
Building 3 contains one office suite of 6,944 square feet. As of December
31, 1995, the building was 66 % occupied and the average rent per occupied
square foot was $1.06. Building 5 contains 6,944 rental square feet, and its
offices range in size from 90 to 350 square feet. As of December 31, 1995, the
occupancy rate was 82 %, and the average monthly rent per occupied square foot
was approximately $1.56 . No one tenant occupied 10% or of the rental square
footage for Building 5 as of December 31, 1995. Tenants occupying more than 10%
of Building 3 are noted below:
Infoplace: 13.8% of rentable square footage; Rent is $12,756 per year (17% of
total rent for the building). Lease expires August 31, 1996. Renewal options:
None.
Cohan: 13.8% of rentable square footage; Rent is $12,672 per year (17% of
total rent for the building). Lease expires October 31, 1996. Renewal options:
None.
Synteract: 17.9% of rentable square footage; Rent is $14,664 per year (20% of
total rent for the building). Lease expires September 30, 1996. Renewal
options: One year for $17,160.
PLG: 20.5% of rentable square footage; Rent is $18,797 per year (26% of total
rent for the building). Lease expires September 30, 1998. Renewal options:
None.
The building and improvements are depreciated over 5 to 19 years using a
straight-line method for both financial and income tax reporting purposes. The
financial and income tax basis for the property are the same. In the opinion of
the General Partner, the property is adequately insured. The property is
managed by West Coast Realty Management, Inc. ("WCRM"), an affiliate of the
General Partner.
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SHAW VILLA SHOPPING CENTER
On January 23, 1987, the Partnership purchased the Shaw Villa Shopping Center
(the "Center"), a 12,678 net leasable square foot shopping center located in
Clovis, California.
The Center was completed in 1978, and is situated on 69,260 square feet of
land. The Center consisted of two buildings of 8,250 and 4,428 square feet
each. Stores range in size from 1,000 to 3,000 square feet in the larger
building. There are seventy parking spaces available within the Center.
Wherehouse Entertainment, Inc. (a nationally known audio/video store)
occupied the entire smaller building under a lease that expired January 1994,
and at which time it then began paying $3,540 per month in rent ($0.80 per
square foot plus a percentage of rent based on taxable sales) on a month to
month lease. On June 15, 1995, The Wherehouse moved into a larger space (4,000
square feet) and began paying rent at the rate of $4,000 per month on a month-
to-month basis. On November 4, 1995, the Wherehouse moved into a larger, newly
constructed space, and signed a lease which runs through October 31, 2010, and
calls for minimum monthly rent of $10,588 per month. (No other tenant besides
Wherehouse Entertainment, Inc., occupies 10% or more of the rental square
footage of the Shaw Villa Shopping Center).
In January 1995, the Partnership closed escrow on a parcel of land adjacent
to the Shaw Villa Shopping Center. The purchase price of the land was $206,749,
including a $13,102 acquisition fee paid to the Advisor. The purchase was paid
for using $23,602 in cash, and the remainder financed by a one year construction
loan provided by Valliwide Bank of Fresno. The loan carries an interest rate of
2% over the bank's prime rate, with the total loan commitment equaling
$1,365,000. The loan is interest only with payments being made via additional
draws against the loan. The outstanding loan balance at December 31, 1995 was
$1,225,950.
Construction at the shopping center was completed in two phases. First,
4,000 square feet of additional space was erected on the new parcel, contiguous
to an existing building at Shaw Villa. Construction of this phase was completed
June 1, 1995. The Wherehouse then moved into this space on June 15, 1995. The
space occupied by the Wherehouse was then remodeled and expanded by
approximately 3,900 more square feet, for a total of 8,272 square feet. This
construction was completed by November 1, 1995. The Wherehouse was then
relocated to the remodeled space on November 4, 1995, and the Partnership was in
a position to lease the new 4,000 square foot space. As of December 31, 1995,
the Partnership has thus far been unsuccessful in obtaining a new tenant for the
4,000 square foot space.
This additional work is expected to enhance the value of the parcel and
operating cash flows in the long run. The construction loan is expected to be
replaced by permanent financing on or before December 31, 1996. The Partnership
has already received a commitment from a major insurance company to replace the
construction loan with a twenty year loan. The material terms of this
commitment include are: 1) Amount of the loan: $1,500,000, 2) Term: 10 years
with 20 year amortization, 3) Interest Rate: 9.625%, or the rate equal to the
weekly average of the five-year Treasury Note yield for the seventh week prior
to loan closing, plus 250 basis points, and 4) Payments: $14,105 per month, (if
the interest rate is 9.625%).
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In August 1995, Wherehouse Entertainment (the parent company of the
Wherehouse), sought protection under Chapter 11 of the Bankruptcy Code. Despite
this filing, the Wherehouse store in the Shaw Villa Center has continued to
operate and the Partnership has continued to collect payments due. The
Wherehouse has contacted the Partnership regarding a possible reduction in its
rent obligation in connection with its new enlarged space. In addition, the
Partnership has an agreement with The Wherehouse to reimburse the tenant for up
to $165,000 in improvement costs that the tenant has incurred in connection
with the construction and move-in to the new space. At this time, the
Partnership and The Wherehouse are still negotiating the issue, but nothing has
been resolved. Given the fact that The Wherehouse is operating under protection
of the bankruptcy laws, and a plan of reorganization is not expected to be
approved until April 1996, this issue is not expected to be resolved until
sometime after that month. The Partnership has sufficient commitment from its
permanent financing lender to finance the $165,000 in improvement costs. In
addition, the Partnership has identified several retail tenants who would be
interested in occupying the Wherehouse space if nullification of the Wherehouse
lease were to take place.
The building and improvements are depreciated over 31.5 to 40 years using a
straight-line method for both financial and income tax reporting purposes. The
financial and income tax basis for the property are the same. In the opinion of
the General Partner, the property is adequately insured. The property is
managed by WCRM.
This Center is dependent upon the vitality of the consumer market in the
general area. There are several other small shopping centers in the area,
similar to the one owned by the Partnership. There is, however, a large enough
customer base for the retail and service business in the general area. Although
all areas of California have been affected by the economic slowdown, layoffs,
plant closings and military cutbacks, these economic factors are not expected to
significantly impact the occupancy of the shopping center.
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PACIFIC BELL BUILDING, SIMI FREEWAY COMMERCE CENTER
On November 12, 1987, the Partnership purchased the Pacific Bell Building
located in the Simi Freeway Commerce Center in Simi Valley, California.
The building's construction was completed in 1986, though the sole tenant,
Pacific Bell, did not occupy the building until August 1987. The building
provides 26,154 rentable square feet and is centrally located on the property's
2.06 acres of land.
The average monthly rent per occupied square foot was approximately $.72
($18,831 per month) up until September 15, 1995. At that time, the rent was
adjusted upwards to $.756 per square foot ($19,772 per month) based on certain
provisions in the lease allowing for increases based on changes in the Consumer
Price Index. The lease is a "triple net" lease, requiring Pacific Bell to pay
insurance, taxes, maintenance, and all other operating costs.
The building and improvements are depreciated over 31.5 to 40 years using a
straight-line method for both financial and income tax reporting purposes. The
financial and income tax bases for the property are the same. In the opinion of
the General Partner, the property is adequately insured. The property is
managed by WCRM.
In August 1995, as part of a general Company-wide consolidation, Pacific Bell
vacated the property. Subsequent to that date, in November 1995, a subsidiary
of Pacific Bell moved into the building to occupy a small portion of the
property (1,700 square feet). Pacific Bell continues to pay its lease
obligation on a regular basis.
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SHURGARD MINIWAREHOUSE
On May 9, 1988, the Partnership purchased the Shurgard Miniwarehouse located
in Puyallup, Washington.
The building's construction was completed in 1978. The property is located
on 2.76 acres of land, and has 485 storage spaces providing 44,040 square feet
of rentable area. The property contains four separate single story storage
buildings and a small building in the front which serves as the office and
living quarters for the on-site manager. A network of asphalt driveways
connects the storage buildings. There is ample parking available, the open area
in the front is landscaped with grass, trees, and shrubs, and a computerized
gate provides security access to the storage buildings. The General Partner
engaged Shurgard Capital Management Corporation to manage this property.
On May 15, 1995, the Shurgard Mini-Warehouse was sold to Shurgard Storage
centers, Inc. ("the Buyer"). The gross sales price was $1,550,000, although the
Partnership received $1,510,976 in net proceeds as a result of the transaction.
This net proceeds amount is calculated as the gross sale price of $1,550,000
less $23,486 in excise taxes paid to the State of Washington, less $4,332 in
miscellaneous escrow closing costs, less $11,206 in prepaid user rents, net of
rent receivable and property taxes, attributable to the Partnership. Net sales
proceeds for tax reporting purposes are $1,522,182. The amount of consideration
received from the sale of the property was arrived at through an arms-length
negotiation process with the Buyer. The sale was consummated for all cash
without the use of seller provided financing, or other installment sale
techniques. the Buyer of the property is an affiliate of the original seller of
the property that the Partnership acquired the property from in 1987. The sale
of the Shurgard property resulted in a $116,749 gain on sale.
The building and improvements were depreciated over 31.5 to 40 years using a
straight-line method for both financial and income tax reporting purposes. The
financial and income tax basis for the property were the same.
SUMMARY
As of December 31, 1995, the combined occupancy rate of all the Partnership's
properties, was 87%. In the opinion of the General Partner, all properties are
adequately covered by insurance.
The schedule below indicates the average annual occupancy rate expressed as a
percentage of rentable square feet for the last five years:
Year Santa Fe Shaw Villa Pacific Bell Shurgard
Business Park Shopping Building Miniwarehouse
- 2 properties Center
1995 Bldg.#3 = 66% 81% 100% n/a
Bldg.#5 = 82%
1994 Bldg.#3 = 0% 76% 100% 85%
Bldg.#5 = 80%
1993 Bldg.#3 = 0% 92% 100% 80%
Bldg.#5 = 62%
1992 Bldg.#3 = 100% 100% 100% 80%
Bldg.#5 = 84%
Bldg.#3 = 100% 76% 100% 75%
1991 Bldg.#5 = 73%
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The total original acquisition cost to the Partnership of each property and
the dates of acquisition were as follows:
DESCRIPTION ACQUISITION ACQUISITION
COST DATES
Santa Fe Business Park (Building 3) $ 699,973 12/31/86
Santa Fe Business Park (Building 5) 825,281 12/31/86
Shaw Villa Shopping Center 1,208,990 01/23/87
Pacific Bell Building 2,616,523 11/12/87
Shurgard Miniwarehouse (Sold May 15, 1,603,144 05/09/88
1995)
TOTAL 6,954,378
ITEM 3. LEGAL PROCEEDINGS
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
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PART II
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY
AND RELATED STOCKHOLDER MATTERS
At December 31, 1995, there were 7,499 limited partnership units outstanding
and 669 unit holders of record. The units sold are not freely transferable and
no public market for the sold units presently exists or is likely to develop.
There are no units available for sale at December 31, 1995.
Distributions totaling $1,769,282, $348,703, and $356,202, were made in
1995, 1994, and 1993, respectively, and were made to unit holders of record at
the end of the calendar quarters indicated below. These distributions
constituted a return of capital of $1,492,408, $130,811, and $53,515, in 1995,
1994, and 1993, respectively. In addition, $53,543 in distributions were paid
to unit holders subsequent to the year-end in February 1996.
The distribution amounts for 1995 and 1994 are summarized below:
Record Date Date Paid Per Unit Units Total Paid
Outstanding
12/31/93 02/09/94 12.50 7,499 93,737
03/31/94 05/05/94 12.00 7,499 89,988
06/30/94 08/02/94 12.00 7,499 89,988
09/30/94 11/03/94 10.00 7,499 74,990
12/31/94 02/03/95 10.00 7,499 74,990
03/31/95 07/07/95 182.69-207.39* 7,499 1,506,817
06/30/95 11/06/95 7.50 7,499 56,243
09/30/95 11/06/95 7.50 7,499 56,242
* Pertains to distribution of proceeds from the sale of the Shurgard property.
Distributions are made based on income from operations, before depreciation
and amortization, available as a result of the previous quarter's operations.
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ITEM 6. SELECTED FINANCIAL DATA
The selected financial data should be read in conjunction with the financial
statements and related notes and Item 7--" Management Discussion and Analysis of
Financial Condition and Results of Operations" appearing elsewhere in this
report. This statement is not covered by the accountants' opinion included
elsewhere in this report.
<TABLE>
<CAPTION>
1995 1994 1993 1992 1991
<S> <C> <C> <C> <C> <C>
Operations for the years ended December 31:
Revenues $639,039 $754,950 $ 861,238 $ 848,087 $ 798,919
Net Income 276,874 217,892 302,687 263,087 248,498
Net Income per Limited Partner Unit * 33.23 24.45 34.60 29.81 27.94
Distributions per Limited Partner Unit * 235.94 46.50 47.50 40.00 49.00
Financial position at December 31:
Total Assets 6,011,070 6,255,376 6,459,247 6,491,943 6,527,404
Construction Loan 1,225,950 -- -- -- --
Partners' Equity 4,478,268 5,985,898 6,116,709 6,170,224 6,207,098
</TABLE>
[FN]
*Net income and distributions per limited partner unit were based on the
weighted average number of outstanding units.
<PAGE>
ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
The Partnership began offering for sale limited partnership units on March
28, 1986. On July 16, 1986, the Partnership reached its minimum offering level
of $1,200,000, and funds were released from an escrow account to the
Partnership. The Partnership sold units throughout the remainder of the year,
and raised $3,397,000 in gross proceeds or $3,025,961 net of syndication costs
and sales commissions as of December 31, 1986. During 1986, the Partnership
purchased two properties for $1,525,254 cash (the Santa Fe Business Park (two
buildings)). During 1987, the Partnership purchased two additional properties
for $3,829,207 cash (the Shurgard Mini-Warehouse and the Shaw Villa Shopping
Center). The Partnership filed Post-Effective Amendment No. 1 to the Form S-18
used to register the Partnership. This filing was done to extend the period
that units could be offered for sale by registrant to March 28, 1988. On
December 30, 1987, the sale of units ended with $7,499,000 raised or $6,725,211
net of syndication costs and sales commissions. During 1988, the Partnership
acquired its last and final property for $1,603,144 cash (the Pacific Bell
Building). As of December 31, 1988, the Partnership completed its property
acquisition phase.
<PAGE>
ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
In May 1995, the Partnership began the first step of the disposition phase
of the Partnership's life cycle through the sale of the mini-warehouse located
in Puyallup, Washington to Shurgard Storage Centers, Inc. The Partnership
received approximately $1,510,976 in cash in connection with the sale (there was
no debt assumed in connection with the sale). The General Partner did not
receive any compensation in connection with its services provided in selling the
property. The sale of the Shurgard property resulted in a gain of $116,749.
In January 1995, the Partnership commenced a redevelopment project in order
to enhance the value of the Partnership's Ownership of the Shaw Villa Shopping
Center. The purpose of the project was primarily to increase the rentable
square feet available in the Center, and particularly construct a larger retail
space for Wherehouse Records--the primary tenant--in order to maintain that
business as a long term tenant. A parcel of land adjacent to the Shopping
Center was purchased for $206,749, including a $13,102 acquisition fee paid to
the General Partner. The purchase was financed using $23,602 in cash, and the
remainder by a one year construction loan from Valliwide Bank of Fresno. The
loan bears interest at 2% over the bank's prime rate and the total construction
loan commitment was for $1,365,000. The construction loan is interest only with
payments via additional draws against this loan. The construction project was
completed on November 2, 1995 with costs totaling $1,389,009, including $87,838
in capitalized interest costs. The Wherehouse moved into an enlarged space on
November 4, 1995, At December 31, 1995, there was 4,000 square feet of vacant
space in the Center (19.5%) of total available space.
The Pacific Bell Building was vacated by its tenant (Pacific Bell) in
August 1995. However, the tenant continues to pay its rental obligation on the
building. The Pacific Bell lease ends September 1997. The Partnership has an
ongoing effort to locate a suitable tenant for the building prior to the
termination of this lease.
The Partnership is currently not actively marketing any of the Partnership's
remaining properties for sale at this time.
During the year ended December 31, 1995, the Partnership made distributions
to the general and limited partners totaling $1,784,504 of which $1,507,630
constituted a return of capital. The $1,784,504 in distributions compared
favorably to the $1,804,673 in cash generated from property operations (net
income plus depreciation expense less gain on sale of property) and proceeds
from the sale of the Shurgard property. On February 4, 1996, the Partnership
made a distribution to limited partners totaling $53,543. Distributions are
determined by management based on cash flow and the liquidity position of the
Partnership. It is the intention of management to make quarterly distributions
of cash, subject to the maintenance of reasonable reserves.
<PAGE>
ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
Management uses cash as its primary measure of a partnership's liquidity.
The amount of cash that represents adequate liquidity for a real estate limited
partnership, in the short-term and long-term, depends on several factors. Among
them are:
1. Relative risk of the partnership;
2. Condition of the partnership's properties;
3. Stage in the partnership's life cycle (e.g.,
money-raising, acquisition, operating or disposition
phase); and
4. Distributions to partners.
The Partnership believes it has the ability to generate sufficient cash to
meet both short-term and long-term liquidity needs, based upon the above four
points.
The first point refers to the risk of Partnership investments. The
Partnership's investments in properties were paid for in cash and precludes the
risk of debt service.
The second point relates to the condition of the Partnership's properties.
All Partnership properties are in good condition. There is no foreseeable need
to increase reserves to fund deferred or unusual maintenance and repair
expenditures.
The third point relates to life cycle. The Partnership completed its funding
and acquisition of property in previous years. Thus, the Partnership is in the
property operating stage. As part of these operating activities, the
partnership was involved in purchasing and developing the aforementioned parcel
in Clovis in 1994 and 1995. This activity is expected to enhance rental
revenues and increase the value of the Shaw Villa Shopping Center. The
Partnership believes that cash flows provided by operating activities will
continue. Although the Partnership did sell the Shurgard Property in 1995,
there are currently no plans to sell additional properties in 1996. However,
the General Partner will review any unsolicited offers for the purchase of the
Partnership's properties to determine if a negotiated sale would be in the
Partnership's best interests.
<PAGE>
ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
The fourth point relates to partner distributions. The Partnership makes
quarterly distributions from operations. Such distributions are subject to
payment of Partnership expenses and reasonable reserves for expenses,
maintenance, and replacements. Adding to the liquidity is that at least one
quarter's cash profits are reflected on the Partnership's balance sheet at each
quarter end, since the Partnership makes distributions to the partners one month
after quarter end. In the absence of any unforeseeable catastrophic event, the
General Partner believes that the Partnership will have the ability to meet its
cash requirements in the short-term and long-term.
During the year ended December 31, 1995, the General Partner earned
partnership management fees of $35,953. Subsequent to year-end, the General
Partner received a partnership management fee of $5,949. Partnership management
fees were paid and calculated in accordance with the partnership agreement.
The Tax Reform Acts of 1986 and 1987 and the Revenue Reconciliation Acts of
1990 and 1993 did not have a material impact on the Partnership's operations.
The slowdown in the economy, inflation and changing prices have had a nominal
effect on the Partnership's revenues and income from continuing operations.
During the eight years of the Partnership's existence, inflationary pressures in
the U.S. economy have been minimal, and this has been consistent with the
experience of the Partnership in operating rental real estate in California.
The Partnership has several lease clauses with its properties' tenants that will
help alleviate much of the negative impact of inflation. Among these are:
A. Several month-to-month leases at the Santa Fe Business Park that
would allow the Partnership to raise rents on a monthly basis.
B. Triple net leases at the Shaw Villa Shopping Center and Pacific
Bell Building which give the Partnership an ability to pass on
higher operating costs to its tenants.
NEW ACCOUNTING PRONOUNCEMENTS
Statement of Financial Accounting Standards No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed of"
(SFAS No. 121) issued by the Financial Accounting Standards Board (FASB) is
effective for financial statements for fiscal years beginning after December 15,
1995. The new standard establishes new guidelines regarding when impairment
losses on long-lived assets, which include plant and equipment, and certain
identifiable intangible assets, should be recognized and how impairment losses
should be measured. The Partnership has elected the early adoption of SFAS No.
121. This change had no effect on the statement of income for the year ended
December 31, 1995.
<PAGE>
ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
RESULTS OF OPERATIONS - 1995 VS. 1994
Operations for the year ended December 31, 1995 reflect only four and one
half months of operations for the Shurgard property, as this property was sold
on May 15,1995 to an unaffiliated third party. As such, the overall results of
the Partnership are not directly comparative to those of 1994, due to the
ownership of less property, and the distribution of sales proceeds from the
Shurgard property on July 7, 1995 (shortly after the sale).
Rental revenue decreased $131,694 (18%) from 1994 to 1995, primarily due to the
sale of the Shurgard property in May which resulted in approximately $165,000
less in rental revenue if the property had been held the entire year (based on
current and prior year results). The loss of revenue on Shurgard was offset by
an increase in revenue on the 179 Calle Magdalena property which was vacant
during 1994, but had $26,410 in revenue during 1995, due to some leasing
activity at the end of the year. Interest income increased $15,783 (308%)
during 1995 as compared to 1994 due primarily to a large amount of funds held
from approximately May 16 to July 7 as a result of the sale of the Shurgard
property. In addition, the sale of the Shurgard property resulted in a $116,749
gain on sale, which increased net income for the year to $276,874, or 2.7%
higher than 1994's level.
The Partnership benefited from lower overall costs and expenses in 1995 as
compared to 1994. These totaled $470,564--a $77,601 (14.1%) decrease from
1994's level of $548,165. This decrease was the result of decreases in three
major expense categories. Property operating costs decreased $36,116 (12%) due
to the sale of the Shurgard mini-warehouse. In addition, there was less repair
and maintenance costs on all other properties in 1995 as compared to 1994.
General and administrative costs decreased $19,699 (18%) due to lower general
partnership insurance costs and lower partnership management fees (due to lower
distributions of quarterly income to the limited partners resulting in lower
partnership management fees being paid to the General Partner). Depreciation
expense decreased $19,127 (14%) due to the sale of the Shurgard property.
The net result of these more significant variances is that the net income for
1995 was $58,982 (27%) higher than for 1994. Even though the Shurgard property
was sold in May, the gain reported in connection with the sale greatly offset
the loss of revenues from that property. In addition, several categories of
expenses dropped as well. The gain on the sale of the property is of course a
one-time occurrence, but the drop in these categories of expenses is anticipated
to be an ongoing occurrence. On an operating cashflow basis (net income plus
depreciation expense, less the gain on sale of property) the Partnership
realized $282,491 in 1995, compared to $359,385 in 1994. This $76,894 drop is
primarily due to the loss in positive cash flow from the Shurgard property.
<PAGE>
ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
Cash and cash equivalents increased $67,073 for the year ended December 31,
1995 as opposed to a $103,521 decrease for the year ended December 31, 1993.
Net cash from operating activities was $116,863 (38%) higher due primarily to
changes in various asset and liability account balances that resulted in an
increase in cash. Investing activities resulted in a $201,584 increase in cash
as opposed to a $60,762 decrease in 1994. 1994's decrease was due to cash used
towards construction work at the Shaw Villa Shopping Center. 1995's increase
was due to cash received from the sale of the Shurgard property ($1,522,182)
exceeding cash applied towards construction of the improvements at Shaw Villa
($1,389,009). Cash used by financing activities was $558,554 in 1995 as opposed
to $349,939 in 1994. This was due to the cash used for distributions to limited
and general partners, less proceeds from the construction loan in 1995,
exceeding the distributions to limited partners and the Santa Fe Business Park
minority interest partner in 1994.
In summary then, a significant amount of cash was generated in 1995 as the
result of the sale of the Shurgard Mini-warehouse and continuing operating
profits from the various properties. The Partnership elected to distribute most
of these amounts to the partners. The large construction project undertaken at
the Shaw Villa Shopping Center was funded primarily with the use of proceeds
received from a construction loan. In comparison, 1994's results were
reflective primarily of a full year of operations for all of the properties
originally acquired by the Partnership, without any construction activities or
property dispositions.
In 1996 and beyond, the Partnership expects to incur interest expense costs
in connection with the construction loan, and later, permanent financing that
will be taken on in connection with the Shaw Villa Shopping Center. The
Partnership anticipates at this time that the higher interest expense will be
only be partially offset by higher rental income from that property, and that
cash flow from that property in 1996 should be lower than it was in 1995. The
operating cash flow is expected to drop further in 1996 as compared to 1995 due
to the Shurgard property not being owned for an entire year, compared to the
four and one half months that it was owned in 1995. Ongoing distributions of
quarterly profits have already been impacted by these two occurrences in the
latter half of 1995, but further decreases in the level of distributions per
unit are not contemplated at this time.
RESULTS OF OPERATIONS - 1994 VS. 1993
Operations for the years ended December 31, 1994 and 1993 reflect full
years of rental activities for the Partnership's properties. Net Income
decreased 28% ($84,795) as a result of a 12% ($105,798) decrease in rental
revenues. This decrease in rental revenue was primarily the result of lower
occupancy at the 187 Calle Magdalena Office Suite Building resulting in
approximately $3,521 less rental revenue and zero occupancy at the 179 Calle
Magdalena Building resulting in approximately $101,500 less rental revenue from
the year ended December 31, 1993.
The Partnership's net income was reduced as the result of a $2,757
unrealized net loss on a $58,311 (cost basis) investment in short-term
government securities.
<PAGE>
ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
The Partnership generated $362,142 in income from operations before
depreciation expense of $141,493 and unrealized loss on government securities of
$2,757, compared to $454,331 in income from operation for 1993 before
depreciation expense of $144,075. Distributions to limited partners were only
slightly impacted--dropping from $356,202 in 1993 to $348,703 in 1994.
Distributions did not decrease more due to the payout of prior years'
undistributed income in 1994 that had been held in reserves. Operating expenses
increased $5,013 (1.7%) and general and administrative expenses decreased $8,005
(6.9%) from 1993 to 1994, which are both considered immaterial for comparison
purposes.
The statement of cash flows reflects proceeds from the sales (purchases) of
government securities for 1994 and 1993. These amounts pertain to gross sales
and (purchases) of government securities and are not being reflected as net
sales (purchases) for the periods being reported.
The General Partner believes that the Partnership will continue to incur
operating and general and administrative expenses consistent with the prior
years since occupancy has not fluctuated significantly from 1993 to 1994.
Additionally, the properties are in good condition and significant repairs and
maintenance or other capital improvements are not necessary at this time.
Net income per limited partner unit decreased from $34.60 in 1993 to $24.45
in 1994, due primarily to the $101,500 decrease in rental revenue in the 179
Calle Magdalena Building.
<PAGE>
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
PAGE
Report of Independent Certified Public Accountants................... 19
Balance Sheets -- December 31, 1995 and 1994 ......................... 20
Statements of Income for the years ended
December 31, 1995, 1994, and 1993 ............................... 21
Statements of Partners' Equity for the years ended
December 31, 1995, 1994, and 1993 ............................... 22
Statements of Cash Flows for the years ended
December 31, 1995, 1994 and 1993 ................................ 23-24
Summary of Accounting Policies ....................................... 25-26
Notes to Financial Statements ........................................ 27-33
<PAGE>
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
Associated Planners Realty Fund
(a California limited partnership)
Los Angeles, California
We have audited the accompanying consolidated balance sheets of Associated
Planners Realty Fund (a California limited partnership) and consolidated
entities, as of December 31, 1995 and 1994 and the related consolidated
statements of income, partners' equity, and cash flows for each of the three
years in the period ended December 31, 1995. We have also audited the schedules
listed in the accompanying index. These consolidated financial statements and
schedules are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these consolidated financial
statements and 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 audit to obtain
reasonable assurance about whether the consolidated financial statements and
schedules are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the consolidated
financial statements and schedules. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall consolidated financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of Associated Planners
Realty Fund (a California limited partnership) and consolidated entities, at
December 31, 1995 and 1994, and the results of their operations and their cash
flows for each of the three years in the period ended December 31, 1995 in
conformity with generally accepted accounting principles.
Also, in our opinion, the schedules presents fairly, in all material respects,
the information set forth therein
As discussed in the summary of accounting policies, the Company changed its
method in accounting for investments in 1994 to conform with SFAS No. 115.
BDO SEIDMAN, LLP
Los Angeles, California
February 12, 1996
<PAGE>
<TABLE>
ASSOCIATED PLANNERS REALTY FUND
BALANCE SHEETS
<CAPTION>
December 31, 1995 1994
<S> <C> <C>
ASSETS
Rental real estate, less accumulated
depreciation (Note 2) $5,843,681 $6,050,882
Cash and cash equivalents 103,300 36,227
Investment in government securities, at market value - 55,554
Other assets 64,089 112,713
Total assets $6,011,070 $6,255,376
LIABILITIES AND PARTNERS' EQUITY
LIABILITIES
Accounts payable:
Trade $ 2,368 $ 23,955
Related party (Note 6) 26,668 101
Construction loan (Note 4) 1,225,950 -
Security deposits and prepaid rent 44,848 20,103
Other liabilities - 701
Total liabilities 1,299,834 44,860
COMMITMENTS
MINORITY INTEREST 232,968 224,618
PARTNERS' EQUITY
Limited partners:
$1,000 stated value per unit - authorized
7,500 units; issued and outstanding 7,499 4,133,882 5,653,977
General partner 344,386 331,921
Total partners' equity 4,478,268 5,985,898
Total liabilities and partners' equity $6,011,070 $6,255,376
</TABLE>
[FN]
See accompanying summary of accounting policies and notes to
consolidated financial statements.
<PAGE>
<TABLE>
ASSOCIATED PLANNERS REALTY FUND
STATEMENTS OF INCOME
<CAPTION>
Years ended December 31, 1995 1994 1993
<S> <C> <C> <C>
REVENUES
Rental (Notes 2 and 3) $618,130 $749,824 $855,622
Interest 20,909 5,126 5,616
639,039 754,950 861,238
COSTS AND EXPENSES
Operating 259,774 295,890 290,877
General and administrative 88,326 108,025 116,030
Depreciation and amortization 122,366 141,493 144,075
Loss on government securities 98 2,757 -
470,564 548,165 550,982
INCOME FROM OPERATIONS 168,475 206,785 310,256
GAIN ON SALE OF PROPERTY 116,749 - -
MINORITY INTEREST IN NET LOSS (INCOME)
OF JOINT VENTURES (8,350) 11,107 (7,569)
NET INCOME $276,874 $217,892 $302,687
NET INCOME PER LIMITED PARTNERSHIP
UNIT (Note 7) $ 33.23 $ 24.45 $ 34.60
</TABLE>
[FN]
See accompanying summary of accounting policies and notes to
consolidated financial statements.
<PAGE>
<TABLE>
ASSOCIATED PLANNERS REALTY FUND
STATEMENTS OF PARTNERS EQUITY
<CAPTION>
Limited Partners
General
Total Units Amount Partner
<S> <C> <C> <C> <C>
BALANCE, January 1, 1993 $6,170,224 7,499 $5,916,060 $254,164
Net income for the year 302,687 - 259,453 43,234
Distribution to limited
partners (356,202) - (356,202) -
BALANCE, December 31, 1993 6,116,709 7,499 5,819,311 297,398
Net income for the year 217,892 - 183,369 34,523
Distribution to limited
partners (348,703) - (348,703) -
BALANCE, December 31, 1994 5,985,898 7,499 5,653,977 331,921
Net income for the year 276,874 - 249,187 27,687
Distribution to limited
partner (1,769,282) - (1,769,282) -
Distribution to general
partner (15,222) - - (15,222)
BALANCE, December 31, 1995 $4,478,268 7,499 $4,133,882 $344,386
</TABLE>
[FN]
See accompanying summary of accounting policies and notes to
consolidated financial statements.
<PAGE>
<TABLE>
ASSOCIATED PLANNERS REALTY FUND
STATEMENTS OF CASH FLOWS
<CAPTION>
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
Years ended December 31, 1995 1994 1993
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $276,874 $217,892 $302,687
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 122,366 141,493 144,075
Gain on sale of property (116,749) - -
Minority interest in net (loss) income 8,350 (11,107) 7,569
Increase (decrease) from changes in:
Government securities 55,554 74,649 (130,203)
Other assets 48,624 (55,030) 25,719
Accounts payable - trade (21,587) (2,386) (1,538)
Accounts payable - related party 26,567 (38,002) 37,523
Security deposits and prepaid rent 24,745 (19,528) (9,395)
Other liabilities (701) (801) 842
Net cash provided by operating activities 424,043 307,180 377,279
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sale of property 1,522,182 - -
Additions to rental real estate (1,389,009) - -
Additions (deletions) to construction
in progress 68,411 (60,762) (7,649)
Net cash provided by (used in)
investing activities 201,584 (60,762) (7,649)
</TABLE>
<PAGE>
<TABLE>
ASSOCIATED PLANNERS REALTY FUND
STATEMENTS OF CASH FLOWS (CONT.)
<CAPTION>
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
Years ended December 31, 1995 1994 1993
<S> <C> <C> <C>
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from construction loan 1,225,950 - -
Distributions to limited partners (1,769,282) (348,703) (356,202)
Distributions to general partners (15,222) - -
Distributions to minority interest - (1,236) (14,182)
Net cash used in financing activities (558,554) (349,939) (370,384)
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS 67,073 (103,521) (754)
CASH AND CASH EQUIVALENTS, beginning of year 36,227 139,748 140,502
CASH AND CASH EQUIVALENTS, end of year $ 103,300 $ 36,227 $ 139,748
</TABLE>
[FN]
See accompanying summary of accounting policies and notes to
consolidated financial statements.
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
SUMMARY OF ACCOUNTING POLICIES
BUSINESS Associated Planners Realty Fund (the "Partnership"), a
California limited partnership, was formed on November
19, 1985 under the Revised Limited Partnership Act of the
State of California. The Partnership was formed to
acquire income-producing real property throughout the
United States with emphasis on properties located in
California and southwestern states. The Partnership
purchases such properties on an all cash basis and
intends to own and operate such properties for investment
over an anticipated holding period of approximately five
to ten years.
BASIS OF The consolidated financial statements do not give effect
PRESENTATION to any assets that the partners may have outside of their
interest in the partner ship, nor to any personal
obligations, including income taxes, of the partners.
The consolidated financial statements include the
accounts of Associated Planners Realty Fund and all
joint ventures in which it has a majority interest.
RENTAL REAL Assets are stated at cost. Depreciation is computed
ESTATE AND using the straight-line method over estimated useful
DEPRECIATION lives ranging from five to 35 years.
In the event that facts and circumstances indicate that
the cost of an asset may be impaired, an evaluation of
recoverability would be performed. If an evaluation is
required, the estimated future undiscounted cash flows
associated with the asset would be compared to the
carrying amount to determine if a write-down to market
value is required.
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
SUMMARY OF ACCOUNTING POLICIES
RENTAL INCOME Rental revenue is recognized on a straight-line basis to
the extent that rental revenue is deemed collectible.
INVESTMENTS During 1994, the Company changed its method of accounting
for Invest ments. Investments, which represent trading
securities, are accounted for in accordance with SFAS No.
115. The difference between historical cost and market
value are reported as unrealized gains or losses in the
consolidated statements of income. The effect of this
change in accounting policy is not material to the
financial statements.
For the purposes of the statements of cash flows, the
STATEMENTS OF Partnership considers cash in the bank and all highly
CASH FLOWS liquid investments purchased with original
maturities of three months or less, to be cash and cash
equivalents.
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.
RECLASSIFICATIONS For comparative purposes, certain prior year amounts have
been reclassified to conform to the current year
presentation.
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
NOTES TO FINANCIAL STATEMENTS
1. NATURE OF The Partnership began accepting subscriptions in March
PARTNERSHIP 1986 and completed its funding in December 1987.
Under the terms of the partnership agreement, the General
Partner, West Coast Realty Advisors, is entitled to cash
distributions ranging from 10% to 15%. The General
Partner is also entitled to net income (loss) allocations
varying from 1% to 15% and 1% depreciation and
amortization in accordance with the partnership
agreement.
2. RENTAL REAL The Partnership currently has interests in the following
ESTATE four rental real estate prop erties, two are wholly-owned
and two are jointly owned by the Partnership (81.2%) and
an affiliate (18.8%):
Location Acquisition
(Property Name) Date Purchased Cost
Encinitas, California
(179 Calle
Magdelena) December 31, 1986 $555,743
Encinitas, California
(187 Calle
Magdelena) December 31, 1986 639,697
Clovis,
California January 23, 1987 1,208,990
Simi Valley,
California November 12, 1987 2,620,217
The major categories of property are:
December 31, 1995 1994
Land $2,361,894 $2,644,667
Buildings and improvements 4,404,947 4,387,135
Furniture and fixtures 46,660 31,697
6,813,501 7,063,499
Less accumulated depreciation 969,820 1,081,028
5,843,681 5,982,471
Construction in progress (Note 3) - 68,411
Net rental real estate $5,843,681 $6,050,882
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
NOTES TO FINANCIAL STATEMENTS
2. RENTAL REAL A significant portion of the Partnership's rental revenue
ESTATE was earned from tenants whose individual rents represent
(CONTINUED) more than 10% of total rental revenue. Specifically:
One tenant accounted for 38% in 1995;
One tenant accounted for 30% in 1994;
Two tenants accounted for 26% and 12% in 1993.
3. FUTURE As of December 31, 1995, future minimum rental income
MINIMUM under existing leases, excluding month to month rental
RENTAL INCOME agreements, that have remaining noncancelable terms in
excess of one year are as follows:
Year Ending
December 31, Amount
1996 $522,770
1997 432,929
1998 229,957
1999 213,816
2000 218,204
Total $1,617,676
Future minimum rental income does not include lease
renewals or new leases that may result after a noncan-
celable-lease expires.
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
NOTES TO FINANCIAL STATEMENTS
4. CONSTRUCTION In January 1995, the Partnership closed escrow on a
IN parcel of land adjacent to the Shaw Villa Shopping
PROGRESS AND Center. The purchase price of the land was $206,749,
CONSTRUCTION including a $13,102 acquisition fee paid to the Advisor.
LOAN PAYABLE The purchase was financed using $23,602 in cash, and the
remainder by a one year construction loan from Valliwide
Bank of Fresno. The loan bears interest at 2% over the
bank's prime rate (11% at December 31, 1995). The total
construction loan commitment is for $1,365,000 which
matures on June 5, 1996. Borrowings on the construction
loan totaled $1,225,950. The construction loan
amortization is interest only with payments via
additional draws against this loan. The construction was
completed during 1995 and total construction costs of
$1,372,900 was allocated to land, building and
improvements. Included in construction costs is $87,838
in construction loan interest that was capitalized.
The carrying amount is a reasonable estimate of fair
value of the construction loan payable because the
interest rates approximate the borrowing rates currently
available for mortgage loans with similar terms and
average maturities.
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
NOTES TO FINANCIAL STATEMENTS
5. COMMITMENTS The Partnership has an agreement to reimburse a tenant
for up to $165,000 in improvement costs incurred in
connection with construction and move-in costs.
6. RELATED PARTY (a) In accordance with the partnership agreement,
TRANSACTIONS compensation earned by or services reimbursed to the
General Partner consisted of the following:
Year ended December 31, 1995 1994 1993
Partnership management fees $35,953 $38,745 $39,577
Administrative services:
Data processing 4,609 4,774 4,572
Postage 2,782 1,910 2,855
Investor processing 1,844 2,452 1,829
Investor communications 1,383 1,432 1,372
Duplication 922 955 914
Miscellaneous 461 477 458
$ 47,954 $ 50,745 $51,577
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
NOTES TO FINANCIAL STATEMENTS
6. RELATED PARTY (b) Property management fees to West Coast Realty
TRANSACTIONS Management, Inc. ("WCRM"), an affiliate of the General
(CONTINUED) Partner, were $22,930, $22,728 and $28,693 for 1995,
1994 and 1993.
(c) Distributions of $-0-, $1,236 and $14,182 for 1995,
1994 and 1993 were made to an affiliate in connection
with the minority interest. The minority interest in
earnings (loss) was $(8,350), $(11,107) and $7,569 for
1995, 1994 and 1993.
(d) Related party accounts payable are as follows:
December 31, 1995 1994
Associated Financial Group, Inc. $ 13,351 $ -
West Coast Realty Advisors 6,000 -
WCRM 7,317 101
$ 26,668 $ 101
7. NET INCOME The Net Income per Limited Partnership Unit was computed
AND CASH in accordance with the partnership agreement using the
DISTRIBUTIONS weighted average number of outstanding limited
PER LIMITED partnership units of 7,499 for 1995, 1994 and 1993.
PARTNERSHIP
LIST
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
NOTES TO FINANCIAL STATEMENTS
7. NET INCOME The Limited Partner cash distributions, computed in
AND CASH accordance with the Partnership Agreement, were as
DISTRIBUTIONS follows:
PER LIMITED Record Outstanding Amount Total
PARTNERSHIP Date Units Per Unit Distribution
LIST
(CONTINUED)
September 30, 1995 7,499 $ 15.00 $ 112,485
March 31, 1995 7,499 10.00 74,990
December 31, 1994 7,499 10.00 74,990
Additional distribution
upon sale of property $182.69 - $207.39 1,506,817
Total $1,769,282
September 30, 1994 7,499 $10.00 $ 74,990
June 30, 1994 7,499 12.00 89,988
March 31, 1994 7,499 12.00 89,988
December 31, 1993 7,499 12.50 93,737
Total $ 348,703
September 30, 1993 7,499 $12.50 $ 93,737
June 30, 1993 7,499 12.50 93,738
March 31, 1993 7,499 12.50 93,737
December 31, 1992 7,499 10.00 74,990
Total $ 356,202
Distributions were paid in the fiscal quarter following the record date.
<PAGE>
ASSOCIATED PLANNERS REALTY FUND
NOTES TO FINANCIAL STATEMENTS
8. NEW Statement of Financial Accounting Standards No. 121,
ACCOUNTING "Accounting for the Impairment of Long-Lived Assets and
PRONOUNCE- for Long-Lived Assets to Be Disposed of" (SFAS No. 121)
MENTS issued by the Financial Accounting Standards Board (FASB)
is effective for financial statements for fiscal years
beginning after December 15, 1995. The new standard
establishes new guidelines regarding when impairment
losses on long-lived assets, which include plant and
equipment, and certain identifiable intangible assets,
should be recognized and how impairment losses should be
measured. The Partnership has elected the early adoption
of SFAS No. 121. This change had no effect on the
statement of income for the year ended December 31, 1995.
<PAGE>
<TABLE>
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
Information required by Rule 12-28 is as follows:
--Initial Cost-- Cost Capitalized Gross Amount at which Life (Years)
Building Subsequent to Carried at Close of Period Year on which Depreciation
Improve- Improve- Improve- Total Accumulated Construction Date is computed Building
Description Emcumbrances Land ments ments Land ments Cost Depreciation Completed Acquired & Improvements
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Santa Fe
Business Park
Encinitas, CA - 726,827 798,427 34,224 729,928 829,550 1,559,478 362,818 1982 12-86 5 - 19
Shaw Villa
Shopping Center
Clovis, CA 1,225,950 657,924 551,066 1,428,510 878,646 1,758,854 2,637,500 156,617 1978 1-87 31.5 - 40
Pacific Bell
Office Building
Simi Valley, CA - 753,320 1,863,203 - 753,320 1,863,203 2,616,523 450,385 1986 11-87 31.5 - 40
TOTAL 1,225,950 2,138,071 3,212,696 1,462,734 2,361,894 4,451,607 6,813,501 969,820
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <S> <C>
Reconciliation of accumulated A reconciliation of cost for
depreciation for the years the years ending
ending
December 31, 1993, 1994, 1995 December 31, 1993, 1994, 1995
follows: follows:
Balance at December 31, $795,460 Balance at December 31, $7,063,499
1992........................... 1992...........................
.............. ..............
1993 Additions 144,075 1993 Additions 0
............................... ...............................
............................... ...............................
... ...
Balance at December 31, 939,535 Balance at December 31, 7,063,499
1993........................... 1993...........................
.............. ..............
1994 Additions 141,493 1994 Additions 0
............................... ...............................
............................... ...............................
... ...
Balance at December 31, 1994 1,081,028 Balance at December 31, 1994 7,063,499
............................... ...............................
......... .........
1995 Additions 122,366 1995 Additions 1,427,466
............................... ...............................
............................... ...............................
... ...
1995 (233,574) 1995 Deletions
Deletions...................... ............................... (1,677,464)
............................... ...............................
.............. ....
Balance at December 31, 1995 $969,820 Balance at Decmber 31, 1995 $6,813,501
...............................
...........
</TABLE>
<PAGE>
<TABLE>
SCHEDULE IV - MORTGAGE LOANS ON REAL ESTATE
Information required by Rule 12-29 is as follows
<CAPTION>
Final Periodic Delinquent
Interest Maturity Payment Prior Face Carrying Principal/
Description Rate Date Terms Liens Amount Amount Interest
<S> <C> <C> <C> <C> <C> <C> <C>
Monthly
Interest
Shaw Villa Payments:
Shopping 11.00% 6/5/96 Balloon None $1,365,000 1,225,950 None
Center Payment
Clovis, CA Due @
Maturity
</TABLE>
A reconciliation of mortgage loans for the year ended December 31, 1995
follows:
Balance at December -
31, 1994
......................
..................
1995 Additions 1,225,950
1995 Paydowns -
......................
......................
.....................
Balance at December $1,225,950
31, 1995
......................
..................
<PAGE>
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
None.
<PAGE>
PART III
The Partnership does not intend to file a proxy statement with the
Commission within 120 days after the year end.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The Partnership is managed by the General Partners and the Limited Partners
have no right to participate in the management of the Partnership or its
business. The General Partner is West Coast Realty Advisors, Inc., a California
corporation.
Resumes of the General Partners' principal officers and directors and a
description of the General Partners are set forth in the following paragraphs.
See description below.
WEST COAST REALTY ADVISORS, INC.
West Coast Realty Advisors, Inc. is a California corporation formed on May
10, 1983 for the purpose of structuring real estate programs and to act as
general partner of such programs. It is a subsidiary of Associated Financial
Group, Inc.
PHILIP N. GAINSBOROUGH (Born 1938) is Chairman and a Director of West Coast
Realty Advisors, Inc. He is also currently the President of Associated
Financial Group, Inc., Associated Securities Corp., Associated Planners
Insurance Services, Inc., and Associated Planners Investment Advisory, Inc. In
addition, from January 1981 to the present, he has served as President of
Gainsborough Financial Consultants, Inc., a financial planning firm located in
Los Angeles, California. From January 1981 to December 1982, Mr. Gainsborough
served as a Registered Principal of Private Ledger Financial Services, Inc.
From January 1977 to December 1980, he was employed by E.F.Hutton & Co. as a
Registered Representative.
W. THOMAS MAUDLIN JR. (Born 1936) is a Director and President of West Coast
Realty Advisors, Inc. ("WCRA"). He is also co-General Partner (with WCRA) of
the Partnership. Mr. Maudlin has been active in the real estate area for over
30 years, serving as co-developer of high-rise office buildings and
condominiums. He has structured transactions for syndicators in apartment
housing, including sale leaseback's, all-inclusive trust deeds, buying and
restructuring transactions to suit a particular buyer, and as a buyer acting as
a principal. Mr. Maudlin was co-developer of the Gateway Los Angeles office
building, a 165, 000 square foot, fourteen-story office building located in
West Los Angeles. Form 1980 to 1985, in partnership with the Muller Company, he
developed eleven acres in San Bernardino which include a 42,000-square foot
office building, a six-plex movie theater and two restaurants. From 1980 to
1985, Mr. Maudlin was involved in building in San Bernardino, California, a 134-
unit condominium development, a shopping center, and a restaurant in Ventura.
He is a graduate of the University of Southern California.
<PAGE>
WILLIAM T. HAAS (Born 1946 ) is a director and Executive Vice
President/Secretary of West Coast Realty Advisors, Inc., Associated Planners
Insurance Services, Associated Securities Corp., and Associated Planners
Investment Advisory, Inc. He is also Executive Vice President/Secretary and
Director of Associated Financial Group, Inc. He has been affiliated with
various Associated companies since 1982. From December 1977 to December 1982,
Mr. Haas was employed by the National Association of Securities Dealers, Inc. in
various capacities, including that of Supervisor of Examiners. From 1968 to
1977, he was associated with Merrill Lynch as a branch office operations
manager, and in the home office Operations Liaison department.
MICHAEL G. CLARK (Born 1956) is Senior Vice President/Treasurer of West
Coast Realty Advisors, Inc., Associated Financial Group, Inc., and Associated
Securities Corp. Prior to joining AFG in 1986, he served as Controller for
Quest Resources, a Los Angeles-based syndicator and operator of alternative
energy projects, from October 1984 to March 1986, and Assistant Controller for
Valley Cable T.V., from March 1982 through September 1984. In addition, Mr.
Clark served as an auditor for Arthur Young & Co. in Los Angeles, from July 1978
to March 1982. He is a graduate of the University of California, Santa Barbara
(BA) and California State University, Northridge (MS).
ITEM 11. EXECUTIVE COMPENSATION
During its last calendar year, the Registrant paid no direct or indirect
compensation to directors or officers.
The Registrant has no annuity, pension or retirement plans, or existing
plan or arrangement pursuant to which compensatory payments are proposed to be
made in the future to directors or officers.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT
The Registrant is a limited partnership and has no officers or directors.
The Registrant has no outstanding securities possessing general voting rights.
<PAGE>
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The Registrant was organized in November 1985 as a California Limited
Partnership. Its General Partner is WCRA. The Registrant has no executive
officers or directors. Philip N. Gainsborough, an officer of the General
Partner, made an original limited partnership contribution to the Partnership in
November 1985, which was subsequently paid back to him in March 1988 when the
Partnership met its minimum funding requirement. The General Partner and its
affiliates are entitled to compensation from the Partnership for the following
services rendered:
1. For Partnership management services rendered to the Partnership, the
General Partner is entitled to receive up to 10% of all distributions of cash
operations. For the year ended December 31, 1995, the amount paid the General
Partner was $35,953. In addition, the General Partner is entitled to
reimbursement for certain public offering expenses, the cost of certain
personnel employed in the organization of the Partnership, and certain
administrative services performed by the General Partner. For the year ended
December 31, 1995, the Partnership reimbursed $12,000 to the General Partner for
these expenditures.
2. For property management services, the General Partner engaged WCRM an
affiliate of the General Partner. For the year ended December 31, 1995, WCRM
earned property management fees of $22,930 from the Partnership. On December
31, 1995, the Partnership was indebted to WCRM for $7,317, which was paid
subsequent to year-end.
3. The General Partner received a 10% allocation of net income before
depreciation and amortization and 1% of depreciation. For the year ended
December 31, 1995 this resulted in a $28,911 allocation of net income before
depreciation and a $1,224 allocation of depreciation or a net income allocation
of $27,687.
4. In connection with the joint venture in the Santa Fe Business Park
properties, the Partnership made no distributions to Prado Land Company, an
affiliate of the of the General Partner's President, during the year ended
December 31, 1995. For the year ended December 31, 1995, Prado Land Company was
allocated $8,350 of net income for its minority interest in the joint venture's
earnings.
<PAGE>
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS
ON FORM 8-K
(a) 1. FINANCIAL STATEMENTS
The following financial statements of Associated Planners Realty Fund,
a California Limited Partnership, are included in PART II, ITEM 8:
PAGE
Report of Independent Certified Public
Accountants................................ 19
Balance Sheets -- December 31, 1995 and 1994
...................................... 20
Statements of Income for the years ended
December 31, 1995, 1994, and 1993
.......................................... 21
Statements of Partners' Equity for the years ended
December 31, 1995, 1994, and 1993
.......................................... 22
Statements of Cash Flows for the years ended
December 31, 1995, 1994 and 1993
.......................................... 23-24
Summary of Accounting Policies
........................................... 25-26
Notes to Financial Statements
........................................... 27-33
2. FINANCIAL STATEMENT SCHEDULES
Schedule III --Real Estate and Accumulated Depreciation.. 34
Schedule IV --Mortgage Loan on Real Estate
........................................... 35
All other schedules have been omitted because they are either not
required, not applicable or the information has been otherwise supplied.
(b) REPORTS ON FORM 8-K
NONE
(c) EXHIBITS
NONE
<PAGE>
SIGNATURES
Pursuant to the requirements of the 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.
ASSOCIATED PLANNERS REALTY FUND
A California Limited Partnership
(Registrant)
W. THOMAS MAUDLIN JR.
(A General Partner)
By: WEST COAST REALTY ADVISORS, INC.
(A General Partner)
WILLIAM T. HAAS
(Director and Executive Vice President/Secretary)
MICHAEL G. CLARK
(Vice President/Treasurer)
April 1, 1996
[ARTICLE] 5
[CIK] 0000785791
[NAME] ASSOCIATED PLANNERS REALTY FUND
<TABLE>
<S> <C>
[PERIOD-TYPE] 12-MOS
[FISCAL-YEAR-END] DEC-31-1995
[PERIOD-START] JAN-01-1995
[PERIOD-END] DEC-31-1995
[CASH] 103,300
[SECURITIES] 0
[RECEIVABLES] 20,876
[ALLOWANCES] 0
[INVENTORY] 0
[CURRENT-ASSETS] 167,389
[PP&E] 6,813,502
[DEPRECIATION] (969,821)
[TOTAL-ASSETS] 6,011,070
[CURRENT-LIABILITIES] 73,884
[BONDS] 1,225,950
[PREFERRED-MANDATORY] 0
[PREFERRED] 0
[COMMON] 0
[OTHER-SE] 4,478,268
[TOTAL-LIABILITY-AND-EQUITY] 6,011,070
[SALES] 618,130
[TOTAL-REVENUES] 755,788
[CGS] 478,914
[TOTAL-COSTS] 478,914
[OTHER-EXPENSES] 0
[LOSS-PROVISION] 0
[INTEREST-EXPENSE] 0
[INCOME-PRETAX] 276,874
[INCOME-TAX] 0
[INCOME-CONTINUING] 0
[DISCONTINUED] 0
[EXTRAORDINARY] 0
[CHANGES] 0
[NET-INCOME] 276,874
[EPS-PRIMARY] 33.23
[EPS-DILUTED] 33.23
</TABLE>
