SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
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EXCHANGE ACT OF 1934.
For the quarterly period ended March 31, 1998
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OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
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EXCHANGE ACT OF 1934.
For the transition period from to
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Commission file number 0-15648
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BALCOR EQUITY PENSION INVESTORS-IV
A REAL ESTATE LIMITED PARTNERSHIP
-------------------------------------------------------
(Exact name of registrant as specified in its charter)
Illinois 36-3447130
- ------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2355 Waukegan Road
Bannockburn, Illinois 60015
- ---------------------------------------- -------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (847) 267-1600
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Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No
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<PAGE>
BALCOR EQUITY PENSION INVESTORS - IV
A REAL ESTATE LIMITED PARTNERSHIP
(An Illinois Limited Partnership)
BALANCE SHEETS
March 31, 1998 and December 31, 1997
(Unaudited)
ASSETS
1998 1997
------------- -------------
Cash and cash equivalents $ 2,809,768 $ 3,032,525
Accounts and accrued interest receivable 186,878 186,505
Prepaid expenses 1,887
Deferred expenses, net of accumulated
amortization of $22,352 in 1998 and
$20,955 in 1997 33,532 34,929
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3,032,065 3,253,959
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Investment in real estate:
Land 3,164,353 3,164,353
Buildings and improvements 8,802,135 8,802,135
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11,966,488 11,966,488
Less accumulated depreciation 5,348,192 5,288,524
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Investment in real estate, net of
accumulated depreciation 6,618,296 6,677,964
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$ 9,650,361 $ 9,931,923
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LIABILITIES AND PARTNERS' CAPITAL
Accounts payable $ 143,642 $ 37,205
Due to affiliates 30,328 26,497
Accrued real estate taxes 751,105 1,007,379
Security deposits 9,883 9,883
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Total liabilities 934,958 1,080,964
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Commitments and contingencies
Limited Partners' capital (185,486
Interests issued and
outstanding) 8,889,587 8,889,587
General Partner's deficit (174,184) (38,628)
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Total partners' capital 8,715,403 8,850,959
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$ 9,650,361 $ 9,931,923
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The accompanying notes are an integral part of the financial statements.
<PAGE>
BALCOR EQUITY PENSION INVESTORS - IV
A REAL ESTATE LIMITED PARTNERSHIP
(An Illinois Limited Partnership)
STATEMENTS OF INCOME AND EXPENSES
for the quarters ended March 31, 1998 and 1997
(Unaudited)
1998 1997
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Income:
Rental $ 373,518 $ 975,191
Service 121,078 155,383
Interest on short-term investments 35,170 50,754
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Total income 529,766 1,181,328
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Expenses:
Depreciation 59,668 202,012
Property operating 69,823 325,284
Real estate taxes 244,463 313,909
Property management fees 21,922 55,138
Administrative 269,446 60,513
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Total expenses 665,322 956,856
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Net (loss) income $ (135,556) $ 224,472
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Net (loss) income allocated to General Partner$ (135,556) $ 40,754
============= =============
Net income allocated to Limited Partners None $ 183,718
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Net income per Limited Partnership Interest
(185,486 issued and outstanding) - Basic
and Diluted None $ 0.99
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Distribution to General Partner None $ 46,637
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Distribution to Limited Partners None $ 2,055,720
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Distribution per Limited Partnership
Interest:
Taxable None $ 11.11
============= =============
Tax-exempt None $ 11.08
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The accompanying notes are an integral part of the financial statements.
<PAGE>
BALCOR EQUITY PENSION INVESTORS - IV
A REAL ESTATE LIMITED PARTNERSHIP
(An Illinois Limited Partnership)
STATEMENTS OF CASH FLOWS
for the quarters ended March 31, 1998 and 1997
(Unaudited)
1998 1997
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Operating activities:
Net (loss) income $ (135,556) $ 224,472
Adjustments to reconcile net (loss) income
to net cash (used in) or provided by
operating activities:
Depreciation of properties 59,668 202,012
Amortization of deferred expenses 1,397 1,397
Net change in:
Accounts and accrued interest
receivable (373) (19,683)
Prepaid expenses (1,887) 25,276
Accounts payable 106,437 (13,186)
Due to affiliates 3,831 (1,801)
Accrued liabilities (256,274) (183,874)
Security deposits 2,860
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Net cash (used in) or provided by
operating activities (222,757) 237,473
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Investing activity:
Receipt of earnest money from purchaser 300,000
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Cash provided by investing activity 300,000
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Financing activities:
Distribution to Limited Partners (2,055,720)
Distribution to General Partner (46,637)
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Cash used in financing activities (2,102,357)
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Net change in cash and cash equivalents (222,757) (1,564,884)
Cash and cash equivalents at beginning
of period 3,032,525 5,184,704
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Cash and cash equivalents at end of period $ 2,809,768 $ 3,619,820
============= =============
The accompanying notes are an integral part of the financial statements.
<PAGE>
BALCOR EQUITY PENSION INVESTORS-IV
A REAL ESTATE LIMITED PARTNERSHIP
(An Illinois Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
1. Accounting Policies:
(a) The loss allocation between the Limited Partners and the General
Partner has been adjusted for financial statement purposes during 1998 in
order that the capital account balances more accurately reflect their
remaining economic interests as provided for in the Partnership Agreement.
(b) In the opinion of management, all adjustments necessary for a fair
presentation have been made to the accompanying statements for the quarter
ended March 31, 1998, and all such adjustments are of a normal and
recurring nature.
2. Partnership Termination:
The Partnership Agreement provides for the dissolution of the Partnership
upon the occurrence of certain events, including the disposition of all
interests in real estate. During 1996, the Partnership sold its minority
joint venture interest in the 45 West 45th Street Office Building. During
1997, the Partnership sold the Gleneagles Apartments. The Partnership has
entered into a contract to sell its remaining property, the Evanston Plaza
Shopping Center. The Partnership has retained a portion of the cash from
the property sales to satisfy obligations of the Partnership as well as
establish a reserve for contingencies. The timing of the termination of the
Partnership and final distribution of cash will depend upon the timing of
the sale of the Evanston Plaza Shopping Center and the nature and extent of
liabilities and contingencies which exist or may arise. Such contingencies
may include legal and other fees and costs stemming from litigation
involving the Partnership including, but not limited to, the lawsuit
discussed in Note 4 of Notes to the Financial Statements. In the absence of
any contingency, the reserves will be paid within twelve months of the last
property being sold. In the event a contingency continues to exist or
arises, reserves may be held by the Partnership for a longer period of
time.
3. Transactions with Affiliates:
Fees and expenses paid and payable by the Partnership to affiliates for the
quarter ended March 31, 1998 are:
Paid Payable
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Reimbursement of expenses to
the General Partner, at cost $ 13,917 $ 30,328
4. Contingency:
The Partnership is currently involved in a lawsuit whereby the Partnership,
<PAGE>
the General Partner and certain third parties have been named as defendants
seeking damages relating to tender offers to purchase interests in the
Partnership and nine affiliated partnerships initiated by the third party
defendants in 1996. The defendants continue to vigorously contest this
action. The action has been dismissed with prejudice and plaintiffs have
filed an appeal, which is pending. It is not determinable at this time
whether or not an unfavorable decision in this action would have a material
adverse impact on the financial position, operations or liquidity of the
Partnership. The Partnership believes it has meritorious defenses to
contest the claims.
<PAGE>
BALCOR EQUITY PENSION INVESTORS-IV
A REAL ESTATE LIMITED PARTNERSHIP
(An Illinois Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS
Balcor Equity Pension Investors-IV A Real Estate Limited Partnership (the
"Partnership") is a limited partnership formed in 1986 to make first mortgage
loans and to invest in and operate income-producing real property. The
Partnership raised $46,371,500 through the sale of Limited Partnership
Interests and utilized these proceeds to fund one acquisition loan and acquire
two real property investments. Prior to 1998, the Partnership sold one
property and the property collateralized by the acquisition loan was acquired
through foreclosure and subsequently sold. Currently, the Partnership owns one
property, the Evanston Plaza Shopping Center, which is under a contract for
sale.
Inasmuch as the management's discussion and analysis below relates primarily to
the time period since the end of the last fiscal year, investors are encouraged
to review the financial statements and the management's discussion and analysis
contained in the annual report for 1997 for a more complete understanding of
the Partnership's financial position.
Operations
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Summary of Operations
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In May 1997, the Partnership sold the Gleneagles Apartments, which was
generating income from operations prior to its sale. During the quarter ended
March 31, 1998, the Partnership incurred legal and environmental consulting
expenses related to certain environmental issues at the Evanston Plaza Shopping
Center. The effect of these events resulted in the Partnership recognizing a
net loss during the quarter ended March 31, 1998 as compared to net income
during the same period in 1997. Further discussion of the Partnership's
operations is summarized below.
1998 Compared to 1997
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Discussions of fluctuations between 1998 and 1997 refer to the quarters ended
March 31, 1998 and 1997.
The Partnership sold the Gleneagles Apartments in May 1997, which resulted in
decreases in rental income, service income, depreciation, property operating
expense, real estate taxes and property management fees during 1998 as compared
to 1997.
In addition to the decrease in service income due to the sale of the Gleneagles
Apartments, service income also decreased as a result of lower real estate tax
reimbursements from tenants at the Evanston Plaza Shopping Center during 1998
as compared to 1997 primarily due to lower occupancy levels.
<PAGE>
Higher average cash balances were available for investment in 1997 primarily
due to the proceeds received in connection with the 1996 sale of the 45 West
45th Street Office Building prior to distribution to Limited Partners in
January 1997 and the distribution of Net Cash Proceeds reserves in July 1997.
This resulted in a decrease in interest income on short-term investments during
1998 as compared to 1997.
In addition to the decrease in depreciation expense due to the sale of the
Gleneagles Apartments, depreciation expense also decreased during 1998 due to
the decline in the fair value of the Evanston Plaza Shopping Center in prior
years which resulted in a writedown of the basis of the property.
In addition to the decrease in property operating expense due to the sale of
the Gleneagles Apartments, property operating expense also decreased as a
result of lower snow removal expenditures and lower administrative payroll
costs at the Evanston Plaza Shopping Center during 1998 as compared to 1997.
Primarily as a result of legal and environmental consulting expenses incurred
during 1998 related to certain environmental issues at the Evanston Plaza
Shopping Center, administrative expenses increased in 1998 as compared to 1997.
Liquidity and Capital Resources
- -------------------------------
The cash position of the Partnership decreased by approximately $223,000 as of
March 31, 1998, when compared to December 31, 1997 due to cash flow used to
fund operating activities. These activities consisted of the payment of
administrative expenses, including legal and environmental consulting expenses
related to certain environmental issues at the Evanston Plaza Shopping Center
and the payment of the first installment of real estate taxes on the Evanston
Plaza Shopping Center, which were partially offset by interest income earned on
short-term investments.
The Partnership defines cash flow generated from the operations of its
properties as an amount equal to the property's revenue receipts less property
related expenditures. The Gleneagles Apartments generated positive cash flow
prior to its sale in May 1997. During 1998 and 1997, the Evanston Plaza
Shopping Center generated positive cash flow. As of March 31, 1998, the
Evanston Plaza Shopping Center had an occupancy rate of 78%.
The Partnership Agreement provides for the dissolution of the Partnership upon
the occurrence of certain events, including the disposition of all interests in
real estate. During 1996, the Partnership sold its minority joint venture
interest in the 45 West 45th Street Office Building. During 1997, the
Partnership sold the Gleneagles Apartments. The Partnership has entered into a
contract to sell its remaining property, the Evanston Plaza Shopping Center,
for a sale price of $7,200,000. See "Item 5. Other Information" for additional
information. The Partnership has retained a portion of the cash from the
property sales to satisfy obligations of the Partnership as well as establish a
reserve for contingencies. The timing of the termination of the Partnership and
final distribution of cash will depend upon the timing of the sale of the
Evanston Plaza Shopping Center and the nature and extent of liabilities and
contingencies which exist or may arise. Such contingencies may include legal
<PAGE>
and other fees and costs stemming from litigation involving the Partnership
including, but not limited to, the lawsuit discussed in Note 4 of Notes to the
Financial Statements. In the absence of any contingency, the reserves will be
paid within twelve months of the last property being sold. In the event a
contingency continues to exist or arises, reserves may be held by the
Partnership for a longer period of time.
To date, Limited Partners have received cumulative distributions of $179.28 per
$250 Taxable Interest, of which $97.71 represents Cash Flow from operations and
$81.57 represents a return of Original Capital, and $177.10 per $250 Tax-exempt
Interest, of which $95.53 represents Cash Flow from operations and $81.57
represents a return of Original Capital. Since only one property remains,
future quarterly distributions from Cash Flow are unlikely to be made. A future
distribution is expected to be made from the proceeds from the pending sale of
the Evanston Plaza Shopping Center and available Cash Flow reserves. In light
of results to date, Limited Partners will not recover all of their original
investment.
In February 1997, the Partnership discontinued the repurchase of Interests from
Limited Partners. As of March 31, 1998, there were 3,192 Interests and cash of
$320,854 in the Repurchase Fund.
Changing interest rates can impact real estate values in several ways.
Generally, declining interest rates may lower the cost of capital allowing
buyers to pay more for a property whereas rising interest rates may increase
the cost of capital and lower the price of real estate. Inflation has several
types of potentially conflicting impacts on real estate investments. Short-term
inflation can increase real estate operating costs which may or may not be
recovered through increased rents and/or sales prices depending on general or
local economic conditions. In the long-term, inflation can be expected to
increase operating costs and replacement costs and may lead to increased rental
revenues and real estate values.
<PAGE>
BALCOR EQUITY PENSION INVESTORS-IV
(An Illinois Limited Partnership)
PART II - OTHER INFORMATION
Item 5. Other information
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As previously reported, on December 8, 1997, the Registrant contracted to sell
the Evanston Plaza Shopping Center, Evanston, Illinois, to an unaffiliated
party, Joseph Freed Holdings, L.L.C., an Illinois limited liability company,
for a sale price of $7,200,000. The closing of the sale is scheduled to occur
30 days after the satisfaction of certain conditions described in the agreement
of sale, all of which have not been satisfied as of this date. The date by
which the conditions must be satisfied has been extended from April 29, 1998
through May 29, 1998. Additionally, the Partnership had previously anticipated
filing a remediation plan with the Illinois Environmental Protection Agency
in April 1998. The Partnership currently expects to file such plan in May 1998.
Item 6. Exhibits and Reports on Form 8-K
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(a) Exhibits:
(4) Form of Subscription Agreement set forth as Exhibit 4.1 to Amendment No. 1
to Registrant's Registration Statement on Form S-11 dated November 28, 1986
(Registration No. 33-7133) and Form of Confirmation regarding Interests in the
Registrant set forth as Exhibit 4.2 to the Registrant's Report on Form 10-Q for
the quarter ended June 30, 1992 (Commission File No. 0-15648) are incorporated
herein by reference.
(10) Material Contracts:
(a)(i) Agreement of Sale and attachment thereto relating to the sale of the
Gleneagles Apartments located in Dade County, Florida previously filed as
Exhibit 2 to the Registrant's Report on Form 8-K dated October 24, 1996 is
incorporated herein by reference.
(ii) Amendment to Agreement of Sale and Escrow Agreement dated November 10,
1996, relating to the sale of Gleneagles Apartments, Dade County, Florida, as
previously filed as Exhibit (10)(a)(ii) to the Registrant's Report on Form 10-K
for the year ended December 31, 1996 is incorporated herein by reference.
(iii) Second Amendment to Agreement of Sale and Escrow Agreement dated January
3, 1997, relating to the sale of Gleneagles Apartments, Dade County, Florida,
as previously filed as Exhibit (10)(a)(iii) to the Registrant's Report on Form
10-K for the year ended December 31, 1996 is incorporated herein by reference.
(iv) Third Amendment to Agreement of Sale and Escrow Agreement dated January
15, 1997, relating to the sale of Gleneagles Apartments, Dade County, Florida,
as previously filed as Exhibit (10)(a)(iv) to the Registrant's Report on Form
10-K for the year ended December 31, 1996 is incorporated herein by reference.
<PAGE>
(v) Fourth Amendment to Agreement of Sale dated January 31, 1997, relating to
the sale of Gleneagles Apartments, Dade County, Florida, as previously filed as
Exhibit (10)(a)(v) to the Registrant's Report on Form 10-K for the year ended
December 31, 1996 is incorporated herein by reference.
(vi) Letter Agreement dated February 25, 1997, relating to the sale of the
Gleneagles Apartments, Dade County, Florida, as previously filed as
Exhibit(10)(vi) to the Registrant's Report on Form 10-K for the year ended
December 31, 1996 is incorporated herein by reference.
(vii) Letter dated March 14, 1997, relating to the cancellation of the
Agreement of Sale of the Gleneagles Apartments, Dade County, Florida, as
previously filed as Exhibit (10)(a)(vii) to the Registrant's Report on Form
10-K for the year ended December 31, 1996 is incorporated herein by reference.
(viii) Reinstatement and Fifth Amendment to Agreement of Sale and Escrow
Agreement dated April 25, 1997, relating to the sale of Gleneagles Apartments,
Dade County, Florida, previously filed as Exhibit (10)(a)(viii) to the
Registrant's Report on Form 10-Q for the quarter ended March 31, 1997 is
incorporated herein by reference.
(b)(i) Agreement of Sale and attachment thereto relating to the sale of
Evanston Plaza Shopping Center, Evanston, Illinois, previously filed as Exhibit
(2) to the Registrant's Current Report on Form 8-K dated December 8, 1997 is
incorporated herein by reference.
(ii) Extension letter dated February 24, 1998 relating to the sale of Evanston
Plaza Shopping Center, Evanston, Illinois, previously filed as Exhibit
(10)(b)(ii) to the Registrant's Report on Form 10-K for the year ended December
31, 1997 is incorporated herein by reference.
(iii) Extension letter dated March 24, 1998 relating to the sale of Evanston
Plaza Shopping Center, Evanston, Illinois, previously filed as Exhibit
(10)(b)(iii) to the Registrant's Report on Form 10-K for the year ended
December 31, 1997 is incorporated herein by reference.
(27) Financial Data Schedule of the Registrant for the quarter ending March 31,
1998 is attached hereto.
(b) Reports on Form 8-K: A Current Report on Form 8-K dated January 15, 1998
was filed reporting the status of proposed class action litigation to which the
Registrant was a party.
<PAGE>
SIGNATURES
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.
BALCOR EQUITY PENSION INVESTORS-IV
A REAL ESTATE LIMITED PARTNERSHIP
By:/s/Thomas E. Meador
------------------------------
Thomas E. Meador
President and Chief Executive Officer
(Principal Executive Officer) of Balcor
Equity Partners - IV, the General Partner
By:/s/Jayne A. Kosik
------------------------------
Jayne A. Kosik
Senior Managing Director and Chief
Financial Officer (Principal Accounting
Officer) of Balcor Equity Partners - IV,
the General Partner
Date: May 11,1998
-----------------
<PAGE>
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<S> <C>
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<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 2810
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<RECEIVABLES> 187
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 3032
<PP&E> 11966
<DEPRECIATION> 5348
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<CURRENT-LIABILITIES> 935
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 8715
<TOTAL-LIABILITY-AND-EQUITY> 9650
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<TOTAL-COSTS> 336
<OTHER-EXPENSES> 329
<LOSS-PROVISION> 0
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<INCOME-PRETAX> (136)
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</TABLE>
