U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-KSB
(Mark One)
[X] ANNUAL REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT
OF 1934 [NO FEE REQUIRED]
For the fiscal year ended December 31, 1996
[] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 [NO FEE REQUIRED]
For the transition period from to
Commission file number 0-16209
ANGELES PARTNERS 16
California 95-4106417
(State or other jurisdiction of
incorporation or organization) (I.R.S. Employer Identification
No.)
One Insignia Financial Plaza, P.O. Box 1089
Greenville, South Carolina 29602
(Address of principal executive offices) (Zip Code)
Issuer's telephone number (864) 239-1000
Securities registered under Section 12(b) of the Exchange Act:
None
Securities registered under Section 12(g) of the Exchange Act:
Limited Partnership Units
(Title of class)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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
Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B is not contained in this form, and no disclosure will be
contained, to the best of Registrant's knowledge in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB.[]
State issuer's revenues for its most recent fiscal year. $2,530,000
State the aggregate market value of the voting stock held by nonaffiliates of
the Registrant. The aggregate market value shall be computed by reference to
the price at which the stock was sold, or the average bid and asked prices of
such stock, as of a specified date within the past 60 days. Market value
information for Registrant's Partnership Interests is not available. Should a
trading market develop for these Interests, it is the General Partner's belief
that such trading would not exceed $25 million.
DOCUMENTS INCORPORATED BY REFERENCE
NONE
PART I
ITEM 1. DESCRIPTION OF BUSINESS
Angeles Partners 16 (the "Partnership" or "Registrant") is a publicly-held
limited partnership organized under the California Uniform Limited Partnership
Act pursuant to the Certificate and Restated Agreement of Limited Partnership -
(the "Agreement") dated March 24, 1987. The Partnership's General Partner is
Angeles Realty Corporation II, a California corporation ("General Partner" or
"ARC II").
The Partnership, through its public offering of Limited Partnership Units, sold
14,050 units aggregating $14,050,000. The General Partner contributed capital
in the amount of $1,000 for a 1% interest in the Partnership. The Partnership
was formed for the purpose of acquiring fee interests in various types of real
property. The Partnership presently owns two investment properties. The General
Partner of the Partnership intends to maximize the operating results and,
ultimately, the net realizable value of each of the Partnership's properties in
order to achieve the best possible return for the investors. Such results may
best be achieved through property sales, refinancings, debt restructurings or
relinquishment of the assets. The Partnership intends to evaluate each of its
holdings periodically to determine the most appropriate strategy for each of the
assets.
The Partnership has no full time employees. The General Partner is vested with
full authority as to the general management and supervision of the business and
affairs of the Partnership. Limited Partners have no right to participate in
the management or conduct of such business and affairs. Insignia Residential
Group, L.P. provides day-to-day property management services to all of the
Partnership's investment properties.
The business in which the Partnership is engaged is highly competitive, and the
Partnership is not a significant factor in its industry. Each investment
property is located in or near a major urban area and, accordingly, competes for
rentals not only with similar properties in its immediate area but with hundreds
of similar properties throughout the urban area. Such competition is primarily
on the basis of location, rents, services and amenities. In addition, the
Partnership competes with significant numbers of individuals and organizations
(including similar partnerships, real estate investment trusts and financial
institutions) with respect to the sale of improved real properties, primarily on
the basis of the prices and terms of such transactions.
ITEM 2. DESCRIPTION OF PROPERTIES:
The following table sets forth the Registrant's investment in properties:
Date of
Property Purchase Type of Ownership Use
Whispering Pines Apartments 06/30/89 Fee ownership subject Residential
to first trust deed Rental
136 units
Silver Ridge Apartments 12/29/87 Fee ownership subject Residential
to first mortgage Rental
bond payable and 186 units
second trust deed
On June 12, 1995, the Partnership sold one of its investment properties, North
Prior Industrial Park, to an unrelated third party (See "Item 6. Management's
Discussion and Analysis or Plan of Operation" for further details).
SCHEDULE OF PROPERTIES:
(dollar amounts in thousands)
Gross
Carrying Accumulated Federal
Property Value Depreciation Rate Method Tax Basis
Whispering Pines $ 5,447 $ 1,319 5-40 yrs S/L $ 4,950
Apartments
Silver Ridge 6,300 1,984 5-40 yrs S/L 5,251
Apartments
Total $ 11,747 $ 3,303 $ 10,201
See "Note B" of the financial statements included in "Item 7." for a description
of the Partnership's depreciation policy.
SCHEDULE OF MORTGAGES:
(dollar amounts in thousands)
<TABLE>
<CAPTION>
Principal Principal
Balance At Stated Balance
December 31, Interest Period Maturity Due
Property/Partnership 1996 Rate Amortized Date Maturity
<S> <C> <C> <C> <C> <C>
Whispering Pines Apartments
First trust deed, in default $ 4,324 (2) 30 yrs Jan. 1997 $ 4,311
Silver Ridge Apartments
First mortgage bond payable 4,525 (3) (1) July 2023 4,525
Second trust deed 375 10.00% (1) Dec. 1997 375
Angeles Partners 16
Note payable, in default (5) 859 12.50% (1) June 1997 859
Note payable, in default (5) 2,028 12.25% (1) June 1996 2,028
Working capital loan (6) 1,517 (4) (1) Nov. 1997 1,517
Total $ 13,628 $ 13,615
<FN>
(1) Interest payments only.
(2) 11th District Federal Home Loan Bank Board base rate plus 2.25%, monthly
payment varies with interest rate (7.084% at December 31, 1996).
(3) Interest only payments based on a variable rate not to exceed 12% (3.80% at
December 31, 1996).
(4) Interest only payments at the prime rate plus 2% payable from available cash
flow, as defined (10.25% at December 31, 1996).
(5) Payable to Angeles Mortgage Investment Trust ("AMIT").
(6) Payable to Angeles Acceptance Pool, L.P ("AAP").
</TABLE>
Average annual rental rate and occupancy information for 1996 and 1995 for each
property:
Average Annual Average Annual
Rental Rates Occupancy
Property 1996 1995 1996 1995
Whispering Pines Apartments $7,754/unit $7,727/unit 86% 92%
Silver Ridge Apartments $7,774/unit $7,625/unit 97% 95%
The occupancy at Whispering Pines Apartments decreased due to increased home
sales in the area. New home construction and low interest rates for home buyers
has made renting less appealing and thereby decreased occupancy. However,
occupancy has increased to 92% at December 31, 1996. The General Partner
attributes this increase in occupancy to rental concessions that are currently
being offered.
As noted under "Item 1. Description of Business," the real estate industry is
highly competitive. All of the properties of the Partnership are subject to
competition from other residential apartment complexes in the area. The General
Partner believes that all of the properties are adequately insured. The multi-
family residential properties' lease terms are for one year or less. No
residential tenant leases 10% or more of the available rental space.
Real estate taxes and rates in 1996 for each property were:
1996 1996
Billing Rate
Whispering Pines $ 149,000 2.82
Silver Ridge 244,000* 4.87
*Amount per 1995 billings; tax bills for 1996 not yet received.
ITEM 3. LEGAL PROCEEDINGS
In January 1993, a local fuel oil distributor pumped fuel oil into a testing
well instead of into the storage tank at North Prior Industrial Park. The
Partnership notified the necessary authorities and engaged an environmental
engineering firm to develop a plan of action to clean up the site. The cost of
the clean up, which is not covered by insurance, is estimated to be
approximately $900,000 over a five year period. A liability has been recorded
to cover the estimated costs to clean up the site and the funds have been set
aside in an escrow account. The Partnership entered into an Environmental
Undertaking and Indemnity Agreement with the buyer of the property limiting the
Partnership's liability with regard to the clean up of this site to the balance
of the escrow account. This agreement will terminate when the Partnership
receives a "Site Closure Letter" from the Minnesota Pollution and Control
Agency. Upon receipt of this letter, any remaining funds in the escrow account
will be used to pay down Partnership debt to AMIT. In January 1995, the holder
of the first mortgage, along with the former receiver, initiated two separate
lawsuits against the Partnership, among others, for damages sustained as a
result of the above. In June 1995 the suit with the former holder of the first
mortgage was dismissed. During November 1995, the Partnership was removed as
the defendant and became the Plaintiff in the lawsuit initiated by the former
receiver in a suit filed against the fuel distributor, among others. The former
receiver was removed as Plaintiff in the suit due to it no longer being a party-
in-interest. A mediation hearing was held in December 1996 in which the
defendants have tentatively agreed that the claims may be resolved by payment by
the defendants to the Partnership. Settlement documents are under discussion,
however definitive settlement agreements have not yet been concluded.
During the third quarter 1996, AMIT filed a complaint against the Partnership,
in the State of Minnesota, demanding payment on the $2,028,000 obligation plus
accrued interest. At December 31, 1996, accrued interest on this debt payable
to AMIT totaled approximately $301,000. The debt was in default previously due
to non-payment of interest and now is in default due to non-payment upon
maturity. AMIT has obtained a judgment against the Partnership, however they
have indicated that they will not act on the judgment.
The Partnership is unaware of any other pending or outstanding litigation that
is not of a routine nature. The General Partner of the Partnership believes
that all such pending or outstanding litigation will be resolved without a
material adverse effect upon the business, financial condition, or operations of
the Partnership.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Unit holders of the Partnership did not vote on any matter during the fiscal
year covered by this report.
PART II
ITEM 5. MARKET FOR THE PARTNERSHIP'S COMMON EQUITY AND RELATED SECURITY
HOLDER MATTERS
The Partnership, a publicly-held limited partnership, sold 14,050 Limited
Partnership Units aggregating $14,050,000 during its offering period through
December 30, 1988, and currently has 13,993 Limited Partnership Units
outstanding and 1,473 Limited Partners of record. There is no intention to sell
additional Limited Partnership Units nor is there an established market for
these units.
The Partnership has discontinued making cash distributions from operations until
and unless the financial condition and other relevant factors warrant resumption
of distributions.
ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
This item should be read in conjunction with the financial statements and other
items contained elsewhere in this report.
Results of Operations
The Partnership realized a net loss of approximately $499,000 for the year ended
December 31, 1996, versus a net loss of approximately $694,000 for the year
ended December 31, 1995. The decrease in the net loss for the year ended
December 31, 1996, as compared to the year ended December 31, 1995, is due to
the sale of North Prior Industrial Park on June 12, 1995 (See discussion below).
Rental income decreased for the year ended December 31, 1996, as compared to the
year ended December 31, 1995, due largely to the sale of North Prior Industrial
Park on June 12, 1995, resulting in the loss of rental revenue relating to this
property. While average annual rental rates increased at both remaining
investment properties, Whispering Pines Apartments experienced a decrease in
rental income resulting from a decrease in occupancy. Other income increased
due to an increase in laundry income and lease cancellation fees at Silver Ridge
Apartments.
Operating, maintenance, depreciation, interest and property tax expenses all
decreased for the year ended December 31, 1996, versus the year ended December
31, 1995, due to the sale of North Prior Industrial Park. Contributing to the
decrease in maintenance expense was a decrease at Whispering Pines Apartments
resulting from fewer painting repairs required for the year ended December 31,
1996. Contributing to the decrease in property tax expense were decreases in
tax rates at both of the Partnership's investment properties. Offsetting the
decrease in interest expense was an increase in the default interest relating to
the AMIT debt that is in default. General and administrative expenses decreased
for the year ended December 31, 1996, versus the year ended December 31, 1995,
primarily due to decreased cost reimbursements for partnership accounting, asset
management and investor services.
On June 12, 1995, the Partnership sold one of its investment properties, North
Prior Industrial Park, for $10,325,000, net of closing costs, to an unrelated
third party. The net proceeds were used to pay the first mortgage and related
accrued interest. Accrued interest of $56,000 related to the first mortgage was
forgiven, resulting in an extraordinary gain on debt forgiveness for the year
ended December 31, 1995. A gain on sale of investment property of $1,010,000
was recognized for the sale for the year ended December 31, 1995.
Included in operating expense for the year ended December 31, 1996 is $16,000 of
major repairs and maintenance mainly comprised of exterior building
improvements.
As part of the ongoing business plan of the Partnership, the General Partner
monitors the rental market environment of each of its investment properties to
assess the feasibility of increasing rents, maintaining or increasing occupancy
levels and protecting the Partnership from increases in expenses. As part of
this plan, the General Partner attempts to protect the Partnership from the
burden of inflation-related increases in expenses by increasing rents and
maintaining a high overall occupancy level. However, due to changing market
conditions, which can result in the use of rental concessions and rental
reductions to offset softening market conditions, there is no guarantee that the
General Partner will be able to sustain such a plan.
LIQUIDITY AND CAPITAL RESOURCES
The Partnership's primary source of cash is from the operations of its
properties and from financing placed on such properties. Cash from these
sources is utilized for property operations, capital improvements, and/or
repayment of debt.
At December 31, 1996, the Partnership had unrestricted cash of $529,000 versus
$406,000 at December 31, 1995. Net cash provided by operating activities
increased primarily due to improved operations due to the sale of North Prior
Industrial Park (see discussion above). Net cash provided by operating
activities also increased due to a decrease in accounts receivable and an
increase in accrued interest. The Partnership is currently in default on
$4,324,000 on Whispering Pines Apartments and on $2,887,000 of its indebtedness
to AMIT plus related accrued interest. The Partnership is not servicing this
debt on a monthly basis and therefore the interest continues to accrue. Net
cash provided by investing activities decreased for the year ended December 31,
1996, versus the year ended December 31, 1995, due to proceeds received from the
sale of North Prior Industrial Park in 1995. Net cash used in financing
activities decreased for the year ended December 31, 1996, versus the year ended
December 31, 1995, due to the repayment of notes payable relating to North Prior
Industrial Park upon the sale of the property in 1995.
The financial statements have been prepared assuming the Partnership will
continue as a going concern. The Partnership has incurred recurring operating
losses and continues to suffer from inadequate liquidity. In addition, there
are limited identified capital resources available to the Partnership. As a
result, the Partnership has not had cash available to perform the substantial
rehabilitation necessary at each of the investment properties. As mentioned
previously, the Partnership is in default on $4,324,000 on Whispering Pines and
on $2,887,000 of its indebtedness to AMIT due to its inability to make interest
and principal payments when due. The debt is unsecured debt of the Partnership
payable to AMIT. The Partnership is presently paying non-debt related expenses
of the properties and is negotiating forbearance agreements with AMIT on the
debt in default. The General Partner anticipates positive cash flow after the
payment of operating and capital expenditures for Whispering Pines Apartments
for 1997. The General Partner anticipates positive cash flow after the payment
of operating and capital expenditures and debt service for Silver Ridge
Apartments for 1997. In addition, the General Partner anticipates that the
unrestricted cash of $529,000 at December 31, 1996, will be sufficient to cover
all Partnership level operating expenditures for 1997; however, it does not
anticipate paying all AMIT and AAP debt service costs. As a result of the above
conditions, there is substantial doubt about the Partnership's ability to
continue as a going concern. The financial statements do not include any
adjustments to reflect the possible future effects on the recoverability or
classification of assets or amounts or classification of liabilities that may
result from these uncertainties.
The sufficiency of existing liquid assets to meet future liquidity and capital
expenditure requirements is directly related to the level of capital
expenditures required at the properties to adequately maintain the physical
assets and other operating needs of the Partnership. The mortgage indebtedness
of $13,628,000 consists of, (1) a first mortgage of $4,324,000, which is in
default due to its maturity in January 1997 (2) a second trust deed and a
working capital loan with principal balances of $375,000 and $1,517,000,
respectively and with maturity dates in December and November 1997,
respectively; and (3) a first mortgage bond payable in the principal amount of
$4,525,000 due July 2023. The Partnership also has unsecured debt to AMIT in
the amount of $859,000 and $2,028,000 with maturity dates of June 1997 and June
1996, respectively, which is in default due to non-payment of principal and
interest when due. Future cash distributions will depend on the levels of net
cash generated from operations, refinancings and property sales. There were no
cash distributions during the years ended December 31, 1996 or December 31,
1995. At this time, the General Partner does not anticipate making a cash
distribution during fiscal 1997.
ITEM 7. FINANCIAL STATEMENTS
ANGELES PARTNERS 16
LIST OF FINANCIAL STATEMENTS
Independent Auditors' Report
Balance Sheet - December 31, 1996
Statements of Operations - Years ended December 31, 1996 and 1995
Statement of Changes in Partners' Deficit - Years ended December 31,
1996 and 1995
Statements of Cash Flows - Years ended December 31, 1996 and 1995
Notes to Financial Statements
Report of Ernst & Young LLP, Independent Auditors
The Partners
Angeles Partners 16
We have audited the accompanying balance sheet of Angeles Partners 16 as of
December 31, 1996, and the related statements of operations, changes in
partners' deficit and cash flows for each of the two years in the period ended
December 31, 1996. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on these
financial statements 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 financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by the
Partnership's management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Angeles Partners 16 as of
December 31, 1996, and the results of its operations and its cash flows for each
of the two years in the period ended December 31, 1996, in conformity with
generally accepted accounting principles.
The accompanying financial statements have been prepared assuming that Angeles
Partners 16 will continue as a going concern. As more fully described in Note
A, the Partnership has incurred recurring operating losses, is in default on a
portion of its indebtedness and continues to suffer from inadequate liquidity.
These conditions raise substantial doubt about the Partnership's ability to
continue as a going concern. Management's plans in regard to these matters are
also described in Note A. The financial statements do not include any
adjustments to reflect the possible future effects on the recoverability and
classification of assets or the amounts and classification of liabilities that
may result from the outcome of this uncertainty.
/S/ ERNST & YOUNG LLP
Greenville, South Carolina
February 1, 1997
ANGELES PARTNERS 16
BALANCE SHEET
December 31, 1996
(in thousands, except unit data)
Assets
Cash and cash equivalents:
Unrestricted $ 529
Restricted--tenant security deposits 67
Accounts receivable 23
Escrow for taxes 225
Restricted escrows (Note G) 1,243
Other assets 214
Investment properties (Notes C and F):
Land $ 1,076
Buildings and related personal property 10,671
11,747
Less accumulated depreciation (3,303) 8,444
$ 10,745
Liabilities and Partners' Deficit
Liabilities
Accounts payable $ 37
Tenant security deposits 65
Accrued taxes 405
Accrued interest 1,331
Other liabilities (Note G) 908
Notes payable, including $7,211 in
default (Notes C, E and F) 13,628
Partners' Deficit
General partner $ (174)
Limited partners (13,993 units
issued and outstanding) (5,455) (5,629)
$ 10,745
See Accompanying Notes to Financial Statements
ANGELES PARTNERS 16
STATEMENTS OF OPERATIONS
(in thousands, except unit data)
Years Ended December 31,
1996 1995
Revenues:
Rental income $ 2,302 $ 3,022
Other income 228 209
Total revenues 2,530 3,231
Expenses:
Operating 858 1,773
General and administrative 139 183
Maintenance 167 275
Depreciation 297 473
Interest 1,194 1,507
Property taxes 374 784
Bad debt recovery, net -- (4)
Total expenses 3,029 4,991
Loss before gain on sale of
investment property and
extraordinary item (499) (1,760)
Gain on sale of investment
property (Note G) -- 1,010
Loss before extraordinary item (499) (750)
Extraordinary item - gain on early
extinguishment of debt (Note G) -- 56
Net loss $ (499) $ (694)
Net loss allocated to general
partner (1%) $ (5) $ (7)
Net loss allocated to limited
partners (99%) (494) (687)
Net loss $ (499) $ (694)
Per limited partnership unit:
Loss before extraordinary item $ (35.20) $ (52.91)
Extraordinary item -- 3.95
Net loss $ (35.20) $ (48.96)
See Accompanying Notes to Financial Statements
ANGELES PARTNERS 16
STATEMENT OF CHANGES IN PARTNERS' DEFICIT
(in thousands, except unit data)
Limited
Partnership General Limited
Units Partner Partners Total
Original capital contributions 14,050 $ 1 $ 14,050 $ 14,051
Partners' deficit at
December 31, 1994 14,033 $ (162) $ (4,274) $ (4,436)
Net loss for the year ended
December 31, 1995 -- (7) (687) (694)
Partners' deficit at
December 31, 1995 14,033 (169) (4,961) (5,130)
Abandoned limited
partnership units (Note H) (40) -- -- --
Net loss for the year ended
December 31, 1996 -- (5) (494) (499)
Partners' deficit at
December 31, 1996 13,993 $ (174) $ (5,455) $ (5,629)
See Accompanying Notes to Financial Statements
ANGELES PARTNERS 16
STATEMENTS OF CASH FLOWS
(in thousands)
<TABLE>
<CAPTION>
Years Ended December 31,
1996 1995
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (499) $ (694)
Adjustments to reconcile net loss to net cash provided
by (used in) operating activities:
Depreciation 297 473
Amortization of loan costs 9 30
Gain on sale of investment property -- (1,010)
Extraordinary item - gain on early extinguishment
of debt -- (56)
Change in accounts:
Restricted cash (4) 6
Accounts receivable 116 (144)
Escrows for taxes (1) 84
Other assets -- (50)
Accounts payable (2) 12
Tenant security deposit liabilities 2 5
Accrued taxes (37) 98
Accrued interest 511 (691)
Other liabilities (283) 653
Net cash provided by (used in) operating activities 109 (1,284)
Cash flows from investing activities:
Property improvements and replacements (62) (312)
Proceeds from sale of investment property -- 10,325
Deposits to restricted escrows (362) (1,496)
Withdrawals from restricted escrows 492 257
Net cash provided by investing activities 68 8,774
Cash flows from financing activities:
Repayment of notes payable -- (8,417)
Additions to notes payable 44 --
Payments on notes payable (98) (440)
Net cash used in financing activities (54) (8,857)
Net increase (decrease) in cash 123 (1,367)
Unrestricted cash and cash equivalents at beginning of period 406 1,773
Unrestricted cash and cash equivalents at end of period $ 529 $ 406
Supplemental disclosure of cash flow information:
Cash paid for interest $ 674 $ 2,180
Interest on notes transferred to notes payable $ 807 $ --
<FN>
See Accompanying Notes to Financial Statements
</TABLE>
ANGELES PARTNERS 16
Notes to Financial Statements
December 31, 1996
NOTE A - GOING CONCERN
The financial statements have been prepared assuming the Partnership will
continue as a going concern. The Partnership has incurred recurring operating
losses, is in default on a portion of its indebtedness and continues to suffer
from inadequate liquidity. As a result, the Partnership has not had cash
available to perform the substantial rehabilitation necessary at each of the
investment properties.
The first mortgage in the amount of $4,324,000, which is secured by Whispering
Pines Apartments, is in default due to nonpayment upon its maturity in January
1997. The General Partner is in negotiations with the current lender and others
to refinance this indebtedness, however there can be no assurances that these
negotiations will be successful. In addition, the second trust deed in the
amount of $375,000, which is secured by Silver Ridge Apartments, matures in
December 1997. The General Partner anticipates that the Partnership will be able
to repay this obligation upon maturity.
The Partnership is in default on $2,887,000 of unsecured indebtedness payable to
Angeles Mortgage Investment Trust ("AMIT") (See "Note E"), plus related accrued
interest of $697,000, due to its inability to make interest and principal
payments when due. The lender has obtained a judgment against the Partnership
that secures their position, however the lender has also indicated that they
will not act on the judgment. The Partnership also has an unsecured working
capital loan payable to Angeles Acceptance Pool, L.P. ("AAP") of $1,517,000 plus
related accrued interest of $590,000 that is due in November 1997. The General
Partner is presently negotiating forbearance agreements with AMIT and AAP.
There can be no assurance that these negotiations with the lenders will be
successful.
Limited sources of additional financing are available to the Partnership and the
General Partner does not have any other plans to remedy the liquidity problems
the Partnership is currently experiencing. The General Partner anticipates
positive cash flow after the payment of operating and capital expenditures for
Whispering Pines Apartments for 1997. The General Partner anticipates positive
cash flow after the payment of operating and capital expenditures and debt
service for Silver Ridge Apartments for 1997. In addition, the General Partner
anticipates that the unrestricted cash of $529,000 at December 31, 1996, will be
sufficient to cover all Partnership level operating expenditures for 1997;
however, it does not anticipate paying all AMIT and AAP debt service costs.
As a result of the above conditions, there is substantial doubt about the
Partnership's ability to continue as a going concern. The financial statements
do not include any adjustments to reflect the possible future effects on the
recoverability or classification of assets or amounts or classification of
liabilities that may result from these uncertainties.
NOTE B - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
Organization: Angeles Partners 16 (the "Partnership" or "Registrant") is a
California limited partnership organized on March 24, 1987, to acquire fee or
other equity interests in, or long-term leasehold interests in, improved
residential, commercial or industrial properties. The Partnership's General
Partner is Angeles Realty Corporation II ("ARC II"), an affiliate of Insignia
Financial Group, Inc. ("Insignia"). As of December 31, 1996, the Partnership
operates two residential properties located in Fitchburg, Wisconsin and
Maplewood, Minnesota.
Allocations to Partners: In accordance with the Partnership Agreement, any gain
from the sale or other disposition of Partnership assets will be allocated first
to the General Partner to the extent of the amount of any Incentive Interests
(as defined below) to which the General Partner is entitled. Any gain remaining
after said allocation will be allocated to the General Partner and Limited
Partners in proportion to their interests in the Partnership; provided that the
gain shall first be allocated to Partners with negative account balances, in
proportion to such balances, in an amount equal to the sum of such negative
capital account balances.
The Partnership will allocate other profits and losses 1% to the General Partner
and 99% to the Limited Partners.
Except as discussed below, the Partnership will allocate distributions 1% to the
General Partner and 99% to the Limited Partners. Upon the sale or other
disposition, or refinancing of any asset of the Partnership, the Distributable
Net Proceeds shall be distributed as follows: (i) First, to the Partners in
proportion to their interests until the Limited Partners have received proceeds
equal to their Original Capital Investment applicable to the property; (ii)
Second, to the Partners until the Limited Partners have received distributions
from all sources equal to their 6% Cumulative Distribution; (iii) Third, to the
General Partner until it has received an amount equal to 3% of the aggregate
disposition price of all properties ("Initial Incentive Interest") and (iv)
Fourth, to the Partners according to their Interests in the Partnership until
the Limited Partners have received distributions from all sources equal to their
10% Cumulative Distribution and, thereafter, until certain of the Limited
Partners receive additional priority returns ranging from 1.5% to 4.5% per annum
on their Adjusted Capital Investment (not compounded) as set forth in the
Partnership Agreement and (v) thereafter, 85% to the Partners in proportion to
their interests and 15% ("Final Incentive Interest") to the General Partner.
Depreciation: Depreciation is calculated by the straight-line method over the
estimated lives of the investment properties and related personal property. For
Federal income tax purposes, the accelerated cost recovery method is used (1)
for real property over 18 years for additions after March 15, 1984, and before
May 9, 1985, and 19 years for additions after May 8, 1985, and before January 1,
1987, and (2) for personal property over 5 years for additions prior to January
1, 1987. As a result of the Tax Reform Act of 1986, for additions after
December 31, 1986, the alternative depreciation system is used for depreciation
of (1) real property additions over 40 years, and (2) personal property
additions over 6-20 years.
Cash and Cash Equivalents: The Partnership considers all highly liquid
investments with a maturity when purchased of three months or less to be cash
and cash equivalents. At certain times, the amount of cash deposited at a bank
may exceed the limit on insured deposits.
Loan Costs: Loan costs of $251,000, included in "Other assets" on the balance
sheet, are being amortized on a straight line basis over the lives of the
related loans. Accumulated amortization totals $37,000 at December 31, 1996 and
is also included in "Other assets" on the balance sheet.
Leases: The Partnership generally leases apartment units for twelve-month terms
or less.
Tenant Security Deposits: The Partnership requires security deposits which are
refunded when the tenant vacates if there has been no damage to the unit.
Advertising Costs: Advertising costs, $45,000 in 1996 and $47,000 in 1995, are
charged to expense as they are incurred and are included in "Operating" expenses
on the statement of operations.
Investment Properties: Prior to the fourth quarter of 1995, investment
properties were carried at the lower of cost or estimated fair value, which was
determined using the higher of the property's non-recourse debt amount, when
applicable, or the net operating income of the investment property capitalized
at a rate deemed reasonable for the type of property. During the fourth quarter
of 1995 the Partnership adopted "FASB Statement No. 121, Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of",
which requires impairment losses to be recorded on long-lived assets used in
operations when indicators of impairment are present and the undiscounted cash
flows estimated to be generated by those assets are less than the assets'
carrying amount. The impairment loss is measured by comparing the fair value of
the asset to its carrying amount. The effect of adoption was not material.
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 amounts reported in the financial statements and
accompanying notes. Actual results could differ from those estimates.
Reclassifications: Certain reclassifications have been made to the 1995
balances to conform to the 1996 presentation.
Fair Value: In 1995, the Partnership implemented "Statement of Financial
Accounting Standards No. 107, Disclosure about Fair Value of Financial
Instruments," which requires disclosure of fair value information about
financial instruments for which it is practicable to estimate that value. The
carrying amount of the Partnership's cash and cash equivalents approximates fair
value due to short-term maturities. The Partnership estimates the fair value of
its fixed rate mortgages by discounted cash flow analysis, based on estimated
borrowing rates currently available to the Partnership (see "Note C").
NOTE C - NOTES PAYABLE
(dollar amounts in thousands)
<TABLE>
<CAPTION>
Monthly Principal
Payment Stated Balance Balance
Including Interest Maturity Due at December
Property/Partnership Interest Rate Date Maturity 1996
<S> <C> <C> <C> <C> <C>
Whispering Pines Apts.
First trust deed, in default $ 32 (1) (1) Jan. 1997 $ 4,311 $ 4,324
Silver Ridge Apts.
First mortgage bond
payable 15 (3) (3) July 2023 4,525 4,525
Second trust deed 3 10.00% Dec. 1997 375 375
Angeles Partners 16
Note payable, in default (4) 9 12.50% June 1997 859 859
Note payable, in default (4) 30 12.25% June 1996 2,028 2,028
Working capital loan (5) (2) (2) Nov. 1997 1,517 1,517
$ 89 $ 13,615 $ 13,628
<FN>
(1) 11th District Federal Home Loan Bank Board base rate plus 2.25%, monthly
payment varies with interest rate (7.084% at December 31, 1996).
(2) Interest only payments at the prime rate plus 2% payable from available
cash flow, as defined (10.25% at December 31, 1996).
(3) Interest only payments based on a variable rate not to exceed 12% (3.80% at
December 31, 1996)
(4) Payable to AMIT.
(5) Payable to AAP.
</TABLE>
The carrying value of the Partnership's aggregate first mortgages approximates
its estimated fair value. The General Partner believes that it is not
appropriate to use the Partnership's incremental borrowing rate for its other
indebtedness as there is currently no market in which the Partnership could
obtain similar financing. Therefore, the General Partner considers estimation
of fair value to be impracticable.
The first mortgage notes payable are nonrecourse and are secured by pledge of
certain of the Partnership's investment properties and by pledge of revenues
from the respective investment properties. Certain of the notes include
prepayment penalties if repaid prior to maturity.
The Partnership is in default on $7,211,000 of its indebtedness, plus related
accrued interest of $723,000 due to maturity ($4,324,000) and to an inability to
make interest and principal payments when due ($2,887,000).
Scheduled principal payments of notes payable subsequent to December 31, 1996,
are as follows (dollar amounts in thousands):
1997 $ 9,103
1998 --
1999 --
2000 --
2001 --
Thereafter 4,525
$ 13,628
NOTE D - INCOME TAXES
Taxable income or loss of the Partnership is reported in the income tax returns
of its partners. Accordingly, no provision for income taxes is made in the
financial statements of the Partnership.
Differences between the net loss as reported and Federal taxable loss result
primarily from (1) depreciation over different methods and lives and on
differing cost bases of the investment properties, (2) gain or loss on disposal
of properties, (3) accrual of future environmental clean-up costs, and (4) bad
debt allowances. The following is a reconciliation of reported net loss and
Federal taxable loss:
1996 1995
(in thousands)
Net loss as reported $ (499) $ (694)
Add (deduct):
Environmental clean-up costs (269) 780
Depreciation differences (72) (16)
Unearned income (15) 24
Difference in gain on sale of
investment property -- (2,600)
Miscellaneous 97 22
Federal taxable loss $ (758) $ (2,484)
Federal taxable loss per limited
partnership unit $ (53.48) $ (175.24)
The following is a reconciliation between the Partnership's reported amounts and
Federal tax basis of net liabilities:
Net liabilities as reported $ (5,629)
Land and buildings 1,422
Accumulated depreciation 334
Syndication and distribution costs 2,043
Accrued environmental clean-up costs 822
Prepaid rent 5
Other 22
Net liabilities - Federal tax basis $ (981)
NOTE E - TRANSACTIONS WITH AFFILIATED PARTIES
The Partnership has no employees and is dependent on the General Partner and its
affiliates for the management and administration of all Partnership activities.
The Partnership Agreement provides for payments to affiliates for services and
as reimbursement of certain expenses incurred by affiliates on behalf of the
Partnership. The following payments were paid to the General Partner and
affiliates in 1996 and in 1995:
1996 1995
(in thousands)
Property management fees $ 122 $ 123
Reimbursements for services of affiliates 67 90
The Partnership insures its properties under a master policy through an agency
and insurer unaffiliated with the General Partner. An affiliate of the General
Partner acquired, in the acquisition of a business, certain financial
obligations from an insurance agency which were later acquired by the agent who
placed the current year's master policy. The current agent assumed the
financial obligations to the affiliate of the General Partner who receives
payment on these obligations from the agent. The amount of the Partnership's
insurance premiums accruing to the benefit of the affiliate of the General
Partner by virtue of the agent's obligations is not significant.
In November 1992, AAP, a Delaware limited partnership, was organized to acquire
and hold the obligations evidencing the working capital loan previously provided
to the Partnership by Angeles Capital Investments, Inc. ("ACII"). Angeles
Corporation ("Angeles") is the 99% limited partner of AAP and Angeles Acceptance
Directives, Inc. ("AAD"), an affiliate of the General Partner, was, until April
14, 1995, the 1% general partner of AAP. On April 14, 1995, as part of a
settlement of claims between affiliates of the General Partner and Angeles, AAD
resigned as general partner of AAP and simultaneously received a 1/2% limited
partner interest in AAP. An affiliate of Angeles now serves as the general
partner of AAP.
The AAP working capital loan funded the Partnership's operating deficits in
prior years. Total indebtedness, including accrued interest of $590,000, was
approximately $2,107,000 at December 31, 1996, with monthly interest only
payments at prime plus 2% paid from available cash flow. Principal is to be
paid the earlier of i) the availability of funds, ii) the sale of one or more
properties owned by the Partnership, or iii) November 25, 1997. Total interest
expense for this loan was $156,000 and $164,000 for the years ended December 31,
1996 and 1995, respectively.
AMIT currently holds two unsecured notes receivable from the Partnership. Total
indebtedness is $2,887,000 all of which is in default at December 31, 1996, due
to non-payment of principal and interest when due. Total interest expense on
this financing was $514,000 and $429,000 for the years ended December 31, 1996
and 1995, respectively. Accrued interest was $697,000 at December 31, 1996.
MAE GP Corporation ("MAE GP"), an affiliate of the General Partner, owns
1,675,113 Class B Shares of AMIT. MAE GP has the option to convert these Class
B Shares, in whole or in part, into Class A Shares on the basis of 1 Class A
Share for every 49 Class B Shares. These Class B Shares entitle MAE GP to
receive 1% of the distributions of net cash distributed by AMIT. These Class B
Shares also entitle MAE GP to vote on the same basis as Class A Shares which
allows MAE GP to vote approximately 39% of the total shares (unless and until
converted to Class A Shares at which time the percentage of the vote controlled
represented by the shares held by MAE GP would approximate 1.3% of the vote).
Between the date of acquisition of these shares (November 24, 1992) and March
31, 1995, MAE GP declined to vote these shares. Since that date, MAE GP voted
its shares at the 1995 and 1996 annual meetings in connection with the election
of trustees and other matters. MAE GP has not exerted, and continues to decline
to exert, any management control over or participate in the management of AMIT.
MAE GP may choose to vote these shares as it deems appropriate in the future.
In addition, Liquidity Assistance, LLC, ("LAC"), an affiliate of the General
Partner and an affiliate of Insignia Financial Group, Inc., ("Insignia") which
provides property management and partnership administration services to the
Partnership, owns 126,500 Class A Shares of AMIT at December 31, 1996. As of
February 1, 1997, the number of shares owned by LAC decreased to 96,800. These
Class A Shares entitle LAC to vote approximately 2.2% of the total shares. In
addition, Insignia has engaged and continues to engage in discussions with AMIT
regarding various potential business combinations with affiliates of Insignia.
As part of a settlement of certain disputes with AMIT, MAE GP granted to AMIT an
option to acquire the Class B Shares owned by it. This option can be exercised
at the end of 10 years or when all loans made by AMIT to partnerships affiliated
with MAE GP as of November 9, 1994, (which is the date of execution of a
definitive Settlement Agreement) have been paid in full, but in no event prior
to November 9, 1997. AMIT delivered to MAE GP cash in the sum of $250,000 at
closing, which occurred April 14, 1995, as payment for the option. Upon
exercise of the option, AMIT would remit to MAE GP an additional $94,000.
Simultaneously with the execution of the option, MAE GP executed an irrevocable
proxy in favor of AMIT the result of which is MAE GP will be able to vote the
Class B Shares on all matters except those involving transactions between AMIT
and MAE GP affiliated borrowers or the election of any MAE GP affiliate as an
officer or trustee of AMIT. On those matters, MAE GP granted to the AMIT
trustees, in their capacity as trustees of AMIT, proxies with regard to the
Class B Shares instructing such trustees to vote said Class B Shares in
accordance with the vote of the majority of the Class A Shares voting to be
determined without consideration of the votes of "Excess Class A Shares" as
defined in Section 6.13 of the Declaration of Trust of AMIT.
NOTE F - INVESTMENT PROPERTIES AND ACCUMULATED DEPRECIATION
Initial Cost
To Partnership
(in thousands)
Cost
Buildings Capitalized
and Related (Removed)
Personal Subsequent to
Description Encumbrances Land Property Acquisition
Whispering Pines Apartments $ 4,324 $ 579 $ 5,211 $ (343)
Silver Ridge Apartments 4,900 642 6,244 (586)
Angeles Partners 16 4,404 -- -- --
Totals $ 13,628 $ 1,221 $ 11,455 $ (929)
<TABLE>
<CAPTION>
Gross Amount At Which Carried
At December 31, 1996
(in thousands)
Buildings
And Related
Personal Accumulated Date Depreciable
Description Land Property Total Depreciated Acquired Life-Years
<S> <C> <C> <C> <C> <C> <C>
Whispering Pines Apartments $ 509 $ 4,938 $ 5,447 $ 1,319 06/30/89 5-40
Silver Ridge Apartments 567 5,733 6,300 1,984 12/29/87 5-40
Totals $ 1,076 $ 10,671 $ 11,747 $ 3,303
The depreciable lives included above are for the buildings and components. The
depreciable lives for related personal property are for 5 to 10 years.
Reconciliation of "Investment Properties and Accumulated Depreciation":
Years Ended December 31,
1996 1995
(in thousands)
Investment Properties
Balance at beginning of year $ 11,685 $ 22,356
Property improvements 62 312
Dispositions -- (10,983)
Balance at end of Year $ 11,747 $ 11,685
Accumulated Depreciation
Balance at beginning of year $ 3,006 $ 4,771
Additions charged to expense 297 473
Dispositions -- (2,238)
Balance at End of Year $ 3,303 $ 3,006
The aggregate cost of the real estate for Federal income tax purposes at
December 31, 1996 and 1995, is $13,169,000 and $13,103,000. The accumulated
depreciation taken for Federal income tax purposes at December 31, 1996 and
1995, is $2,968,000 and $2,600,000.
NOTE G - SALE OF INVESTMENT PROPERTY
On June 12, 1995, the Partnership sold the North Prior Industrial Park to an
unrelated party, recognizing a gain on the sale of $1,010,000. The net proceeds
of $10,325,000 were used to pay the first mortgage and related accrued interest;
to pay AMIT in partial satisfaction of a recourse second mortgage; and to fund
restricted escrows. The holder of the first mortgage forgave $56,000, which the
Partnership recognized as an extraordinary gain on early extinguishment of debt.
The unpaid balance of the note payable to AMIT is now unsecured Partnership debt
(see "Note E").
As required by the sales agreement, the Partnership established three escrows as
described below:
Tenant Improvements Escrow - This escrow was being held pending completion of
tenant improvements that were begun prior to the sale. At December 31, 1996, the
escrow balance had been expended. All funds were used for the improvement
projects and the residual, or $56,000, was used to reduce the debt to AMIT.
Environmental Escrow - This escrow was established for costs associated with
fuel oil contamination at the property. In January 1993, a local fuel oil
distributor pumped fuel oil into a testing well instead of into the storage tank
at North Prior Industrial Park. The Partnership notified the necessary
authorities and engaged an environmental engineering firm to develop a plan of
action to clean up the site. The cost of the clean up, which is not covered by
insurance, is estimated to be approximately $900,000 over a five year period. A
liability has been recorded to cover the estimated costs to clean-up the site
and is included in "Other Liabilities", and the funds have been set aside in an
escrow account. At December 31, 1996, the balance remaining in this account was
approximately $880,000. The Partnership entered into an agreement with the
buyer of the property limiting the Partnership's liability with regard to the
clean up of this site to the balance of the escrow account. This agreement will
terminate when the Partnership receives a "Site Closure Letter" from the
Minnesota Pollution and Control Agency. Upon receipt of this letter, any
remaining funds in the escrow account will be used to pay down the AMIT debt
discussed above (see "Note C").
Attorney Fee Escrow: This escrow is being held for attorney fees relating to
the environmental issue described above. At December 31, 1996, the balance in
this account is $14,000. All funds are expected to be used for attorney fees;
however, any remaining funds will be used to reduce the debt to AMIT (see "Note
C").
NOTE H - OTHER ITEMS
In 1996, the number of Limited Partnership Units decreased by 40 units due to
limited partners abandoning their units. In abandoning his or her Limited
Partnership Units, a limited partner relinquishes all right, title and interest
in the Partnership as of the date of abandonment. However, during the year of
abandonment, the Limited Partner will still be allocated his or her share of the
income or loss for that entire year. The loss per limited partnership unit in
the accompanying statement of operations is calculated based on the number of
units outstanding at the beginning of the year.
ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANT ON ACCOUNTING AND FINANCIAL
DISCLOSURES
There were no disagreements with Ernst & Young LLP regarding the 1996 or 1995
audits of the Partnership's financial statements.
PART III
ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE
WITH SECTION 16(A) OF THE EXCHANGE ACT
The name of the directors and executive officers of Angeles Realty Corporation
II ("ARC II"), the Partnership's General Partner as of December 31, 1996, their
ages and the nature of all positions with ARC II presently held by them are as
follows:
Name Age Position
Carroll D. Vinson 56 President
Robert D. Long, Jr. 29 Vice President and
Principal Accounting Officer
William H. Jarrard, Jr. 50 Vice President
John K. Lines 37 Secretary
Kelley M. Buechler 39 Assistant Secretary
Carroll D. Vinson has been President of Metropolitan Asset Enhancement, L.P.,
and subsidiaries since August of 1994. Prior to that, during 1993 to August
1994, Mr. Vinson was affiliated with Crisp, Hughes & Co. (regional CPA firm) and
engaged in various other investment and consulting activities. Briefly, in
early 1993, Mr. Vinson served as President and Chief Executive Officer of
Angeles Corporation, a real estate investment firm. From 1991 to 1993, Mr.
Vinson was employed by Insignia in various capacities including Managing
Director-President during 1991. From 1986 to 1990, Mr. Vinson was President and
a Director of U.S. Shelter Corporation, a real estate services company, which
sold substantially all of its assets to Insignia in December 1990.
Robert D. Long, Jr. is Vice President and Principal Accounting Officer. Prior
to joining Metropolitan Asset Enhancement, L.P., and subsidiaries, he was an
auditor for the State of Tennessee and was associated with the accounting firm
of Harshman Lewis and Associates.
William H. Jarrard, Jr. has been Managing Director - Partnership Administration
of Insignia since January 1991. Mr. Jarrard served as Managing Director -
Partnership Administration and Asset Management from July 1994 until January
1996.
John K. Lines has been Insignia's General Counsel since June 1994 and General
Counsel and Secretary since July 1994. From May 1993 until June 1994, Mr. Lines
was the Assistant General Counsel and Vice President of Ocwen Financial
Corporation in West Palm Beach, Florida. From October 1991 until May 1993, Mr.
Lines was a Senior Attorney with Banc One Corporation in Columbus, Ohio. From
May 1984 until October 1991, Mr. Lines was employed as an Associate Attorney
with Squire Sanders & Dempsey in Columbus, Ohio.
Kelley M. Buechler is Assistant Secretary of the General Partner and has served
as Secretary of Insignia since 1991.
ITEM 10. EXECUTIVE COMPENSATION
No direct form of compensation or remuneration was paid by the Partnership to
any officer or director of ARC II. The Partnership has no plan, nor does the
Partnership presently propose a plan, which will result in any remuneration
being paid to any officer or director upon termination of employment. However,
fees and other payments have been made to the Partnership's General Partner and
its affiliates, as described in Note E of the Financial Statements included
under "Item 7.', which is incorporated herein by reference.
ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
As of January 1, 1997, no person owned of record more than 5% of the Limited
Partnership Units of the Partnership nor was any person known by the Partnership
to own of record and beneficially, or beneficially only, more than 5% of such
securities.
The Partnership knows of no contractual arrangements, the operation of the terms
of which may at a subsequent date result in a change in control of the
Partnership, except as follows: Article 12.1 of the Agreement, which provides
that upon a vote of the Limited Partners holding more than 50% of the then
outstanding Limited Partnership Units the General Partner may be expelled from
the Partnership upon 90 days written notice. In the event that a successor
general partner has been elected by Limited Partners holding more than 50% of
the then outstanding Limited Partnership Units and if said Limited Partners
elect to continue the business of the Partnership, the Partnership is required
to pay in cash to the expelled General Partner an amount equal to the accrued
and unpaid management fee described in Article 10 of the Agreement and to
purchase the General Partner's interest in the Partnership on the effective date
of the expulsion, which shall be an amount equal to the difference between i)
the balance of the General Partner's capital account and ii) the fair market
value of the share of Distributable Net Proceeds to which the General Partner
would be entitled. Determination of the fair market value of the share of
Distributable Net Proceeds is defined in Article 12.2 (b) of the Agreement.
ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
No transactions have occurred between the Partnership and any officer or
director of ARC II.
During the years ended December 31, 1996, and December 31, 1995, the
transactions that occurred between the Partnership and ARC II or affiliates of
ARC II pursuant to the terms of the Agreement are disclosed under "Note E" of
the Partnership's Financial Statements included under "Item 7.", which is hereby
incorporated by reference.
ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K
(a) See Exhibit Index contained herein.
(b) No reports on Form 8-K were filed during the fourth quarter of 1996.
SIGNATURES
In accordance with Section 13 or 15(d) of the Exchange Act, the Registrant has
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
ANGELES PARTNERS 16
(A California Limited Partnership)
(Registrant)
By: Angeles Realty Corporation II
By: /s/ Carroll D. Vinson
Carroll D. Vinson
President
Date: March 20, 1997
In accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the Registrant and in the capacities on the date
indicated.
/s/ Carroll D. Vinson President Date: March 20, 1997
Carroll D. Vinson
/s/ Robert D. Long, Jr. Vice President Date: March 20, 1997
Robert D. Long, Jr. And CAO
EXHIBIT INDEX
Exhibit Number Description of Exhibits
3.1 Amended Certificate and Agreement of the Limited Partnership's
filed in the Partnership's prospectus dated June 15, 1987 which
is incorporated herein by reference.
10.1 Agreement of Purchase and Sale of Property with Exhibits -
Angola Beach, filed in Form 8K dated December 29, 1987, which is
incorporated herein by reference.
10.2 Amendment of Contract - Angola Beach filed in Form 8K dated
December 29, 1987, which is incorporated herein by reference.
10.3 Agreement of Purchase and Sale of Property - Silver Ridge filed
in Form 8K dated December 29, 1987, which is incorporated herein
by reference.
10.4 Contract of Sale with Exhibits - Angola Estates, file in Form 8K
dated January 12, 1988, which is incorporated herein by
reference.
10.5 First Trust Deed - Angola Beach, filed in Form 10Q dated
September 30, 1988, which is incorporated herein by reference.
10.6 Agreement of Purchase and Sale of Property - North Prior filed
in Form 8K dated January 18, 1989, which is incorporated herein
by reference.
10.7 Agreement of Purchase and Sale of Property - Whispering Pines
filed in Form 8K dated July 19, 1989, which is incorporated
herein by reference.
10.8 Stock Purchase Agreement dated November 24, 1992 showing the
purchase of 100% of the outstanding stock of Angeles Realty
Corporation II by IAP GP Corporation, a subsidiary of MAE GP
Corporation, filed in Form 8-K dated December 31, 1992, which is
incorporated herein by reference.
10.9 Agreement of Purchase and Sale of Property - Angola Beach and
Angola Estates Mobile Home Park filed in Form 8K dated May 20,
1993, which is incorporated herein by reference.
10.10 Letter from the Registrant's former independent accountant
regarding its concurrence with the statements made by the
Registrant is incorporated by reference to the exhibit filed
with Form 8K dated September 1, 1993.
10.11 Purchase Agreement with Exhibits between Angeles Partners 16 and
North Prior, L.L.C. dated March 3, 1993, documenting the sale of
North Prior Industrial Park.
10.12 First Amendment to Purchase Agreement with Exhibits between
Angeles Partners 16 and North Prior, L.L.C. dated June 12, 1995,
documenting the sale of North Prior Industrial Park.
10.13 Assignment and Assumption of Leases with Exhibits between
Angeles Partners 16 and North Prior, L.L.C. dated June 12, 1995.
10.14 Assignment and Assumption of Service Contracts with Exhibits
between Angeles Partners 16 and North Prior Industrial, L.L.C.
dated June 12, 1995.
10.15 Assignment of Permits and Warranties with Exhibits between
Angeles Partners 16 and North Prior, L.L.C. dated June 12, 1995.
10.16 Assignment of Rents and Leases with Exhibits between Angeles
Partners 16 and Towle Real Estate Company dated June 12, 1995.
10.17 Assignment of Service Contracts with Exhibits between Angeles
Partners 16 and Towle Real Estate Company dated June 12, 1995.
10.18 Assignment of Permits and Warranties with Exhibits between
Angeles Partners 16 and Towle Real Estate Company dated June 12,
1995.
27 Financial Data Schedule, is filed as an exhibit to this report.
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Angeles
Partners 16 1996 Year-End 10-KSB and is qualified in its entirety by reference
to such 10-KSB filing.
</LEGEND>
<CIK> 0000812187
<NAME> ANGELES PARTNERS 16
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> DEC-31-1996
<CASH> 529
<SECURITIES> 0
<RECEIVABLES> 23
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 11,747
<DEPRECIATION> 3,303
<TOTAL-ASSETS> 10,745
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 13,628
0
0
<COMMON> 0
<OTHER-SE> (5,629)
<TOTAL-LIABILITY-AND-EQUITY> 10,745
<SALES> 0
<TOTAL-REVENUES> 2,530
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 3,029
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,194
<INCOME-PRETAX> (499)
<INCOME-TAX> 0
<INCOME-CONTINUING> (499)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (499)
<EPS-PRIMARY> (35.20)
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
</FN>
</TABLE>
