<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended June 30, 1997 Commission File Number 0-15740
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RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP
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(exact name of small business issuer as specified in its charter)
Delaware 04-2924048
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
One International Place, Boston, MA 02110
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (617) 330-8600
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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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Riverside Park Associates Limited Partnership
BALANCE SHEETS
<TABLE>
<CAPTION>
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June 30, December 31,
1997 1996
(Unaudited) (Audited)
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<S> <C> <C>
ASSETS
Investment in Real Estate
Land $ 6,357,564 $ 6,357,564
Building improvements and personal property 66,466,597 66,162,838
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72,824,161 72,520,402
Less accumulated depreciation 30,362,708 28,930,286
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42,461,453 43,590,116
Cash and cash equivalents 2,414,149 3,011,885
Mortgage reserves held in escrow 727,550 181,850
Prepaid and other assets 116,922 542,719
Deferred costs, net of accumulated
amortization of $176,342 and $82,956, respectively 1,229,693 1,320,779
------------ ------------
Total Assets $ 46,949,767 $ 48,647,349
============ ============
LIABILITIES AND PARTNERS' CAPITAL
Liabilities
Mortgage payable $ 46,450,951 $ 46,736,982
Accrued interest - mortgage 326,564 326,997
Accounts payable 147,875 167,445
Accrued expenses 467,372 145,313
Tenants' security deposits liability 219,597 193,116
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Total Liabilities 47,612,359 47,569,853
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Partners' Capital
Limited partners capital, 566 units
authorized and outstanding, 489,140 2,177,025
General partner's capital (1,151,732) (1,099,529)
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Total Partners' Capital (662,592) 1,077,496
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Total Liabilities and Partners' Capital $ 46,949,767 $ 48,647,349
============ ============
</TABLE>
See notes to financial statements
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Riverside Park Associates Limited Partnership
PART 1 - FINANCIAL INFORMATION
ITEM 1. - FINANCIAL STATEMENTS
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
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Three months ended June 30 Six months ended June 30
For the six and three months ended June 1997 1996 1997 1996
30, 1997 and 1996 (Unaudited) (Unaudited) (Unaudited) (Unaudited)
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<S> <C> <C> <C> <C>
Income
Rental $ 2,527,437 $ 2,404,893 $ 4,906,006 $ 4,830,868
Interest on short-term
investments 30,081 21,046 69,117 42,513
Other 244,804 273,084 523,720 520,895
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2,802,322 2,699,023 5,498,843 5,394,276
Expenses
Leasing 51,567 52,508 96,843 103,718
Payroll and Benefits 144,534 152,291 307,248 324,706
General & administrative 13,709 19,733 30,416 41,665
Management Fees 162,042 150,661 311,167 295,125
Utilities 249,606 233,202 552,253 553,039
Repairs & maintenance 237,434 234,777 376,389 387,247
Insurance 41,991 41,941 83,983 83,882
Taxes 198,189 173,821 378,968 342,290
----------- ----------- ----------- -----------
Total operating expenses 1,099,072 1,058,934 2,137,267 2,131,672
Other expenses
Depreciation 716,211 748,032 1,432,422 1,478,154
Amortization 46,693 38,817 93,386 103,817
Interest expense 991,650 1,203,722 1,951,231 2,150,620
Other expenses 128,327 35,460 165,864 256,069
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Total expenses 2,981,953 3,084,965 5,780,170 6,120,332
Net loss $ (179,631) $ (385,942) $ (281,327) $ (726,056)
=========== =========== =========== ===========
Net loss allocated to general partner $ (5,389) $ (11,578) $ (8,440) $ (21,782)
=========== =========== =========== ===========
Net loss allocated to limited partner $ (174,242) $ (374,364) $ (272,887) $ (704,274)
=========== =========== =========== ===========
Net loss per unit outstanding - limited
partners $ (308) $ (661) $ (482) $ (1,244)
=========== =========== =========== ===========
Weighted average number of units
outstanding 566 566 566 566
=========== =========== =========== ===========
</TABLE>
See notes to financial statements
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Riverside Park Associates Limited Partnership
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
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For the six months ended 1997 1996
June 30, 1997 and 1996 (Unaudited) (Unaudited)
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<S> <C> <C>
Cash flow from operating activities:
Net loss $ (281,327) $ (726,056)
Adjustments to reconcile net loss to
net cash provided by operating activities:
Depreciation 1,432,422 1,478,154
Amortization 93,386 103,817
Changes in assets and liabilities:
Decrease (increase) in prepaid and other assets 425,797 (1,174,737)
Increase in accounts payable and accrued expenses 302,489 457,696
Increase (decrease) in tenants security deposits 26,481 (2,285)
Decrease in accrued mortgage interest (433) --
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Net cash provided by operating activities 1,998,815 136,589
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Cash flows from investing activities:
Acquisition of and improvements to property (303,759) (306,785)
Additions to deferred cost (2,300) --
Increase in mortgage reserves held in escrow (545,700) --
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Net cash used in investing activities (851,759) (306,785)
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Cash flows from financing activities:
Principal payments on mortgage note (286,031) (256,853)
Distributions to partners (1,458,761) (1,167,010)
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Net cash used in financing activities (1,744,792) (1,423,863)
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Net decrease in cash and cash equivalents (597,736) (1,594,059)
Cash and cash equivalents, beginning of period 3,011,885 2,752,859
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Cash and cash equivalents, ending $ 2,414,149 $ 1,158,800
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Supplemental disclosure of cash flow information:
Cash paid for interest $ 1,951,664 $ 1,890,620
=========== ===========
</TABLE>
See notes to financial statements
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<PAGE>
Riverside Park Associates Limited Partnership
STATEMENT OF CHANGES IN PARTNERS' CAPITAL
<TABLE>
<CAPTION>
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For the six months ended General Limited Total
June 30, 1997 and 1996 Partners' Partners' Partners'
(Unaudited) capital capital capital
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<S> <C> <C> <C>
Balance December 31, 1996 $ (1,099,529) $ 2,177,025 $ 1,077,496
Net loss (8,440) (272,887) (281,327)
Distributions (43,763) (1,414,998) (1,458,761)
------------ ------------ ------------
Balance, June 30, 1997 $ (1,151,732) $ 489,140 $ (662,592)
============ ============ ============
Balance December 31, 1995 $ (952,194) $ 11,324,006 $ 10,371,812
Net loss (21,782) (704,274) (726,056)
Distributions (35,010) (1,132,000) (1,167,010)
------------ ------------ ------------
Balance, June 30, 1996 $ (1,008,986) $ 9,487,732 $ 8,478,746
============ ============ ============
</TABLE>
See notes to financial statements
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<PAGE>
Riverside Park Associates Limited Partnership
NOTES TO FINANCIAL STATEMENTS
June 30, 1997
(Unaudited)
1. ACCOUNTING AND FINANCIAL REPORTING POLICIES
The condensed financial statements included herein have been prepared by
Riverside Park Associates Limited Partnership, "the Partnership," without
audit, pursuant to the rules and regulations of the Securities and Exchange
Commission. The Partnership's accounting and financial reporting policies
conform with generally accepted accounting principles and include adjustments
in interim periods considered necessary for a fair presentation of the results
of operations. Certain information and footnote disclosures normally included
in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules and
regulations. It is suggested that these financial statements be read in
conjunction with the financial statements and notes thereto included in the
Partnership's Annual Report on Form 10-KSB for the year ended December 31,
1996.
The accompanying financial statements reflect the Partnership's results of
operations for an interim period and are not necessarily indicative of the
results of operations for the year ending December 31, 1997.
2. TAXABLE INCOME
The Partnership's results of operations on a tax basis are expected to differ
from net loss for financial reporting purposes primarily due to the accounting
differences in the recognition of depreciation and amortization.
3. RELATED PARTY TRANSACTIONS
The Partnership paid an affiliate of the General Partner property management
fees of $106,909 and $209,575 and $109,311 and $212,426 for the three and six
months ended June 30, 1997 and 1996, respectively. An investor service fee of
$55,133 and $101,593 and $41,350 and $82,699 for the three and six months ended
June 30, 1997 and 1996, respectively, was also paid to an affiliate of the
General Partner.
4. RECLASSIFICATION
Certain items in the 1996 statements of operations have been reclassified to
conform with the current year presentation.
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<PAGE>
Riverside Park Associates Limited Partnership
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
OPERATION
Liquidity and Capital Resources
The Partnership's sole asset is a 1,222 unit apartment complex known as
Riverside Park located in Fairfax County, Virginia. The property is leased to
tenants subject to leases of up to one year. The Partnership requires cash to
pay principal and interest on the mortgage loan encumbering the property and to
pay operating expenses in connection with the property, including management
fees and general and administrative expenses. The Partnership continues to have
positive cash flow after its operating and debt service requirements and
provides cash distributions to its partners. It is expected that the
Partnership's income will be sufficient in future years to continue to pay
these expenses as well as to provide for cash distributions to its partners.
The Washington, D.C. area apartment market is stable and remains competitive.
The Partnership continues to make capital improvements to the property to
enhance its competitiveness within the local market. The Partnership spent
$303,759 on capital improvements during the first six months of 1997 compared
to $306,785 in the first six months of 1996. Improvements include common area
hallway renovations and individual HVAC system replacements. As of June 30,
1997, the Partnership had a cash balance of approximately $2,414,149, as well
as $727,550 that is being held by the lender in a reserve account to complete
unit renovations as compared to $3,011,885 in cash and $181,850 in reserves at
December 31, 1996.
The property's mortgage loan is evidenced by a promissory note payable by the
Partnership to General Electric Credit Corporation "GECC" and secured by a
mortgage in favor of GECC on the property in the original amount of
$47,000,000. The mortgage loan, which bears interest at the rate LIBOR 2.75%,
requires monthly payments of principal and interest totaling $367,532. The
mortgage loan matures in September 2001, at which time a balloon payment of the
remaining outstanding principal balance will be due.
Results of Operations
The Partnership's net loss declined from $726,056 for the six months ended June
30, 1996 to $281,327 for the six months ended June 30, 1997. Excluding noncash
items such as depreciation and amortization, however, the Partnership's
property has generated positive cash flow, which the Partnership used to make
improvements to the property, pay down the loan encumbering the property, and
provide distributions to the partners.
The Partnership's revenue increased from $5,394,276 to $5,498,843 for the first
six months of 1997 compared to the first six months of 1996. Rental income was
1% higher reflecting an increase in average occupancy to 98.5% in the six
months ended June 30, 1997 compared to 97.5% for the same six months in 1996.
During this same period the average rental charges increased from $672 per unit
to $675 per unit. Interest income increased from $42,513 to $69,117 during the
six months ended June 30, 1996 and 1997, respectively.
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<PAGE>
Riverside Park Associates Limited Partnership
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
OPERATION (Continued)
Results of Operations (Continued)
The total operating costs of the Partnership's property remained relatively
stable increasing by less than 1% or $5,595 from $2,131,672 for the six months
ended June 30, 1996 to $2,137,267 for the six months ended June 30, 1997.
Reductions in leasing, payroll, general and administrative, and repairs and
maintenance expenses were offset by higher real estate taxes and management
fees. The Partnership's depreciation and amortization expense categories were
consistent with the results for the same period in 1996.
Interest expense decreased from $2,150,620 for the six months ended June 30,
1996 to $1,951,231 for the six months ended June 30, 1997 due to a lower
interest rate on the loan encumbering the property, which was refinanced in
September, 1996, and a reduction in the outstanding amount of principal due to
the monthly principal payments amounts.
Other expenses decreased from $256,069 to $165,864 in the first six months of
1997 primarily as a result of a nonrecurring litigation fee incurred in 1996.
The results of operations in future quarters may differ from the results of
operations for the six months ended June 30, 1997, due to inflation and
changing economic conditions which could affect occupancy levels, rental rates
and operating expenses.
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<PAGE>
Riverside Park Associates Limited Partnership
PART II - OTHER INFORMATION
Item 6 - Exhibits and Reports on Form 8-K
No report on Form 8-K was filed during the three months ended June 30, 1997.
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<PAGE>
Riverside Park Associates Limited Partnership
SIGNATURE
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.
RIVERSIDE PARK ASSOCIATES
LIMITED PARTNERSHIP
By: Winthrop Financial Associates, A Limited
Partnership
Its General Partner
Date: August 14, 1997 By: /s/ Edward V. Williams
----------------------
Edward V. Williams
Chief Financial Officer
Date: August 14, 1997 By: /s/ Richard J. McCready
------------------------
Richard J. McCready
Chief Executive Officer
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from unaudited
financial statements for the six month period ending June 30, 1997 and is
qualified in its entirety by reference to such financial statements
</LEGEND>
<CIK> 0000813812
<NAME> RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP
<MULTIPLIER> 1
<CURRENCY> U.S. Dollars
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> JUN-30-1997
<EXCHANGE-RATE> 1
<CASH> 2,414,149
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 72,824,161
<DEPRECIATION> (30,362,708)
<TOTAL-ASSETS> 46,949,767
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> (662,592)
<TOTAL-LIABILITY-AND-EQUITY> 46,949,767
<SALES> 0
<TOTAL-REVENUES> 5,429,726
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2,106,851
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,951,231
<INCOME-PRETAX> (281,327)
<INCOME-TAX> 0
<INCOME-CONTINUING> (281,327)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (281,327)
<EPS-PRIMARY> (482.13)
<EPS-DILUTED> (482.13)
</TABLE>
