<PAGE>
UNITED STATES
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 EXCHANGE
ACT OF 1934
For the quarterly period ended June 30, 1997
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OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from
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Commission file number 0-16859
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NYLIFE REALTY INCOME PARTNERS I, L.P.
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(Exact name of registrant as specified in its charter)
Delaware 13-3410538
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(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
51 Madison Avenue, New York, New York 10010
- ------------------------------------- -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 576-6456
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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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Yes X No
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NYLIFE Realty Income Partners I, L.P.
June 30, 1997
(Date of Liquidation)
INDEX
Page No.
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Part I - Item 1. Financial Information (Unaudited)
Statement of Changes in Net Assets in Liquidation
as of June 30, 1997 (Date of Liquidation) 3
Statements of Operations for the Six
Months Ended June 30, 1996 4
Statements of Partners' Capital (Deficit) for the Period
from January 1, 1996 to June 30, 1996 5
Statements of Cash Flows for the Six Months
Ended June 30, 1996 6
Notes to Financial Statements 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 10
Part II - Other Information 11
Item 6. Exhibits and Reports on Form 8-K
Signatures 12
2
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NYLIFE Realty Income Partners I, L.P.
Statement of Changes in Net Assets in Liquidation
For the Period from January 1, 1997 to June 30, 1997 (Date of Liquidation)
1997
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(unaudited)
Net assets at January 1, 1997 $ 11,784,072
Equity in (loss) from joint venture operations (357,734)
Gain on liquidation of joint ventures 493,766
Interest income 97,869
Capital contribution - General Partner 98,643
General and administrative expenses (53,193)
Liquidating distribution to partners (12,063,423)
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Net (decrease) in net assets (11,784,072)
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Net assets at June 30, 1997 $ -
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The accompanying Notes to Financial Statements are
an integral part of this statement.
3
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NYLIFE Realty Income Partners I, L.P.
Statement of Operations
Six Months Ended
June 30, 1996
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INCOME (unaudited)
Interest $ 24,269
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Total income 24,269
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EXPENSES
Equity in loss from joint venture operations 1,418,444
General and administrative 25,600
General and administrative-related party 50,000
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Total expenses 1,494,044
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Net (loss) $ (1,469,775)
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NET (LOSS) ALLOCATED
General Partners $ (14,698)
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Limited Partners (1,455,077)
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$ (1,469,775)
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Net (loss) per Unit $ (0.51)
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Number of Units 2,833,925.5
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The accompanying Notes to Financial Statements are
an integral part of these statements.
4
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NYLIFE Realty Income Partners I, L.P.
Statements of Partners' Capital (Deficit)
for the Period from January 1, 1996 to June 30, 1996 (unaudited)
<TABLE>
<CAPTION>
Total
Limited General Partners'
Partners Partners Capital
--------------- --------------- ---------------
<S> <C> <C> <C>
Capital (deficit) at January 1, 1996 $ 14,545,316 $ (73,573) $ 14,471,743
Net (loss) (1,455,077) (14,698) (1,469,775)
Distributions to partners (283,392) (2,863) (286,255)
--------------- --------------- ---------------
Capital (deficit) at June 30, 1996 $ 12,806,847 $ (91,134) $ 12,715,713
--------------- --------------- ---------------
--------------- --------------- ---------------
</TABLE>
The accompanying Notes to Financial Statements are
an integral part of these statements.
5
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NYLIFE Realty Income Partners I, L.P.
Statement of Cash Flows
Six Months Ended
June 30, 1996
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(unaudited)
Cash flows from operating activities:
Net (loss) $ (1,469,775)
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Adjustments to reconcile net loss to net
cash provided by operating activities:
Equity in income from joint venture operations 1,418,444
Amortization of interest and acquisition fees 12,544
Changes in assets and liabilities:
(Increase) in due to affiliates (50,450)
Decrease in other assets 1,836
Increase in accrued liabilities 15,328
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Total adjustments 1,397,702
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Net cash (used in) operating activities (72,073)
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Cash flows from investing activities:
Cash distributions from joint ventures in excess of
earnings (return of capital) 258,799
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Net (decrease) in cash and cash equivalents (286,255)
Cash and cash equivalents at beginning of period 688,977
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Cash and cash equivalents at end of period $ 598,448
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The accompanying Notes to Financial Statements are
an integral part of these statements.
6
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NYLIFE REALTY INCOME PARTNERS I, L.P.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 1997
(DATE OF LIQUIDATION)
NOTE 1 - BASIS OF PRESENTATION
On July 1, 1996, the limited partners of the Partnership approved the
dissolution of the Partnership. As a result, the Partnership changed its basis
of accounting for the period subsequent to June 30, 1996, from the historical
cost basis to the liquidation basis. Under the liquidation basis of accounting,
the Partnership's assets at July 1, 1996 and thereafter were reported at
estimated net realizable value, and the Partnership's liabilities were presented
at estimated settlement amounts.
The accompanying statements of operations, partners' capital and cash flows for
the 1996 reporting period were prepared using the historical cost basis of
accounting for the first six months of 1996 since the liquidation basis of
accounting was adopted effective June 30, 1996.
The accompanying financial statements include the accounts of the Partnership
including its investments in NYLIFE Realty Partners I - General Partnership A
(Cornell), General Partnership C (Eden Woods), and General Partnership D
(NewMarket) (collectively, the "Joint Ventures") to which the equity method of
accounting has been applied.
The summarized financial information contained herein is unaudited, however, in
the opinion of management, all adjustments (which include normal recurring
adjustments) necessary for a fair presentation of financial information have
been included. The accompanying financial statements and related notes should be
read in conjunction with the Partnership's 1996 Annual Report on Form 10-K.
Capitalized terms used in these Notes to Financial Statements, unless otherwise
defined herein, shall have the meanings set forth in the Partnership Agreement.
7
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NOTE 2 - LIQUIDATION
During the quarter ended June 30, 1997, the Partnership made liquidating
distributions of $12,063,423. The entire amount was paid to NYLIFE Inc. as a
repayment of a portion of the Liquidation Advance pursuant to the Settlement.
Accordingly, no additional amounts were available nor do any partners have an
obligation to repay any portion of the unpaid Liquidation Advance.
NOTE 3 - INVESTMENT IN REAL ESTATE JOINT VENTURES
DISPOSITION OF ASSETS
Pursuant to an Agreement of Sale and Purchase dated February 28, 1997, Joint
Venture A sold Cornell, along with the underlying land and related improvements,
to ERI Cornell, Inc., an unrelated third party, for $7,500,000 in cash. The
transaction closed on April 11, 1997. After selling costs and other closing
adjustments, Joint Venture A received approximately $6,500,000 in cash.
On June 3, 1997, Joint Venture D sold NewMarket, along with the underlying land
and related improvements, to NewMarket Acquisitions Limited, an unrelated third
party, for $6,200,000 in cash. After selling costs and other closing
adjustments, Joint Venture D received approximately $5,800,000 in cash.
The following is a summary of the condensed combined operations of the Joint
Ventures for the six months ended June 30, 1997:
<TABLE>
<CAPTION>
June 30, 1997
----------------------------------------------------------------------
Eden Combined
Cornell (1) Woods (2) NewMarket (3) Total
----------- --------- ------------- --------
<S> <C> <C> <C> <C>
Net operating income $ 404,674 $ - $ 404,701 $ 809,375
Interest and other income 3,616 17,138 2,713 23,467
Loss on sale of property - - (119,144) (119,144)
Write-down of assets to be liquidated (819,501) - (560,000) (1,379,501)
---------- ---------- ---------- ----------
Net income (loss) ($411,211) $ 17,138 ($ 271,730) ($ 665,803)
---------- ---------- ---------- ----------
---------- ---------- ---------- ----------
Net income (loss) allocated:
To Co-Venturer ($164,484) $ 9,073 ($ 152,658) ($ 298,069)
To Partnership (246,727) 8,065 (119,072) (357,734)
---------- ---------- ---------- ----------
($411,211) $ 17,138 ($ 271,730) ($ 665,803)
---------- ---------- ---------- ----------
---------- ---------- ---------- ----------
</TABLE>
(1) Cornell was sold on April 11, 1997.
(2) Eden Woods was sold on December 30, 1996.
(3) NewMarket was sold on June 3, 1997.
8
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NOTE 4 - TRANSACTIONS WITH THE GENERAL PARTNERS AND AFFILIATES
The following is a summary of the amounts earned by the General Partners and
their affiliates for the six months ended June 30, 1997 (Date of Liquidation)
and 1996, as defined in the Partnership Agreement:
1997 1996
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Property management fees (1) $ 35,964 $ 69,330
Reimbursement of general and administrative
expenses paid by the General Partner - 50,000
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$ 35,964 $119,330
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The above amounts are allocable to the General Partners and their affiliates as
follows:
1997 1996
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NYLIFE Realty Inc. $ - $ 50,000
Greystone Realty Corporation 35,964 69,330
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$ 35,964 $119,330
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(1) Costs associated with property management fees are borne by the Joint
Ventures.
9
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
As described in Note 3 to the financial statements, all remaining assets of the
Partnership, consisting of the Cornell Plaza Office Building owned by the
Cornell Joint Venture and the NewMarket Shopping Center owned by the NewMarket
Joint Venture, were sold in the quarter ended June 30, 1997.
As described in Note 2 to the financial statements, during the quarter ended
June 30, 1997, the Partnership made liquidating distributions of $12,063,423.
The entire amount was paid to NYLIFE Inc. as a repayment of a portion of the
Liquidation Advance pursuant to the Settlement. Accordingly, no additional
amounts were available nor do any partners have an obligation to repay any
portion of the unpaid Liquidation Advance.
The Partnership has no further business operations and has been liquidated.
RESULTS OF OPERATIONS - 1997
As a result of the limited partners' approval of the dissolution of the
Partnership, the Partnership changed its basis of accounting for the period
subsequent to June 30, 1996, from the historical cost basis to the liquidation
basis.
Under the liquidation basis of accounting, the Partnership's results of
operations for the six months ended June 30, 1997 are presented as a component
of the statement of changes in net assets.
INVESTMENT IN JOINT VENTURES - 1997
CORNELL PLAZA OFFICE BUILDING
Net operating income at Cornell increased by approximately $414,000 for the six
months ended June 30, 1997 as compared to the corresponding 1996 period. Upon
the adoption of the liquidation basis of accounting on June 30, 1996, the joint
venture discontinued depreciation of its capital assets. The year to year
increase in net operating income reflects the discontinuance of depreciation
expense. The property was sold on April 11, 1997.
NEWMARKET SHOPPING CENTER
Net operating income at New Market increased by approximately $287,000 for the
six monthe ended June 30, 1997 as compared to the corresponding 1996 period.
Upon the adoption of the liquidation basis of accounting on June 30, 1996, the
joint venture discontinued depreciation of its capital assets. The year to year
increase in net operating income reflects the discontinuance of depreciation
expense. The property was sold on June 3, 1997.
10
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PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS
None
(b) REPORTS ON FORM 8-K
The Partnership filed reports on Form 8-K dated April 18, 1997
and June 12, 1997, which are incorporated herein by reference.
The contents of the reports are as follows:
Disposition by NYLIFE Realty Partners - I - General Partnership A
on April 11, 1997 of Cornell Plaza Office Building.
Disposition by NYLIFE Realty Partners - I - General Partnership D
on June 3, 1997 of NewMarket Shopping Center.
11
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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 on July 17, 1997.
NYLIFE Realty Income Partners I, L.P.
By: NYLIFE Realty Inc.
General Partner
/s/ Kevin M. Micucci
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By: Kevin M. Micucci
President, Principal Executive,
Financial and Accounting Officer)
12
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<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> JUN-30-1997
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
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<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
