FORM 10-KSB--ANNUAL OR TRANSITIONAL REPORT UNDER
SECTION 13 OR 15(d)
Form 10-KSB
(Mark One)
[X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 [NO FEE REQUIRED]
For the fiscal year ended December 31, 1999
[ ] 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 0-15740
RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP (Exact name
of small business issuer as specified in its charter)
Delaware 04-2924048
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
55 Beattie Place, P.O. Box 1089
Greenville, South Carolina 29602
(Address of principal executive offices)
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:
Units of Limited Partnership Interest
(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 of 1934 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 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. [X]
State issuer's revenues for its most recent fiscal year. $12,066,000.
State the aggregate market value of the voting partnership interests held by
non-affiliates computed by reference to the price at which the partnership
interests were sold, or the average bid and asked prices of such partnership
interests, as of a specified date within the past 60 days. No market exists for
the limited partnership interests of the Registrant; and therefore, no aggregate
market value can be determined.
DOCUMENTS INCORPORATED BY REFERENCE
None
PART I
Item 1. Description of Business
Riverside Park Associates Limited Partnership (the "Registrant" or
"Partnership") was formed on May 14, 1986 pursuant to the Delaware Revised
Uniform Limited Partnership Act for the purpose of operating and holding for
investment an apartment complex known as "Riverside Park". The general partner
of the Registrant is Winthrop Financial Associates, A Limited Partnership (the
"General Partner"). NHP Management Company ("NHP"), an associate general partner
of the General Partner, has the right to cause the General Partner to take such
actions as it deems advisable with respect to the Partnership (see "Transfer of
Control" below). The Partnership Agreement provides that the Partnership is to
terminate on December 31, 2035, unless terminated prior to such date.
The Registrant was initially capitalized with a capital contribution from the
General Partner in the amount of $99. The Registrant raised an additional
$47,532,600 in capital contributions through an offering of 566 units of limited
partnership interest (the "Units") in the Registrant. At March 30, 1987,
subscriptions for all 566 Units had been received by the Registrant and
investors subscribing for such Units had been admitted to the Registrant as
limited partners (the "Limited Partners").
The Registrant has no employees. Property management services are provided for
the Registrant by an affiliate of NHP.
The real estate business in which the Partnership is engaged is highly
competitive. There are other residential properties within the market area of
the property. The number and quality of competitive properties, including those
which may be managed by an affiliate of NHP, in such market area could have a
material effect on the rental market for the apartments at the property and the
rents that may be charged for such apartments. While NHP and its affiliates own
and/or control a significant number of apartment units in the United States,
such units represent an insignificant percentage of total apartment units in the
United States and competition for apartments is local.
Both the income and expenses of operating the property owned by the Partnership
are subject to factors outside of the Partnership's control, such as changes in
the supply and demand for similar properties resulting from various market
conditions, increases/decreases in unemployment or population shifts, changes in
the availability of permanent mortgage financing, changes in zoning laws, or
changes in patterns or needs of users. In addition, there are risks inherent in
owning and operating residential properties because such properties are
susceptible to the impact of economic and other conditions outside of the
control of the Partnership.
There have been, and it is possible there may be other, Federal, state and local
legislation and regulations enacted relating to the protection of the
environment. The Partnership is unable to predict the extent, if any, to which
such new legislation or regulations might occur and the degree to which such
existing or new legislation or regulations might adversely affect the property
owned by the Partnership.
The Partnership monitors its property for evidence of pollutants, toxins and
other dangerous substances, including the presence of asbestos. In certain cases
environmental testing has been performed, which resulted in no material adverse
conditions or liabilities. In no case has the Partnership received notice that
it is a potentially responsible party with respect to an environmental clean up
site.
A further description of the Partnership's business is included in "Management's
Discussion and Analysis or Plan of Operations" included in "Item 6" of this Form
10-KSB.
<PAGE>
Transfer of Control
On October 28, 1997, an affiliate of Insignia Financial Group, Inc. ("Insignia")
was admitted as an associate general partner of the General Partner. Pursuant to
the terms of the Second Amended and Restated Agreement of Limited Partnership of
the General Partner, the associate general partner has the right to cause the
General Partner to take such action as it deems necessary in connection with the
operation of the Partnership. On October 28, 1997, the Partnership terminated
Winthrop Management as the managing agent and appointed an affiliate of Insignia
to assume management of the property. In addition, Insignia acquired from an
affiliate of the General Partner the 200.66 Units (the "Acquired Units") which
such affiliate owned.
Pursuant to a series of transactions which closed on October 1, 1998 and
February 26, 1999, Insignia and Insignia Properties Trust ("IPT") merged into
Apartment Investment and Management Company ("AIMCO"), a publicly traded real
estate investment trust, with AIMCO being the surviving corporation (the
"Insignia Merger"). As a result, AIMCO acquired control of the associate general
partner and the Acquired Units. The General Partner does not believe that this
transaction has had or will have a material effect on the affairs and operations
of the Partnership.
On February 26, 1999, the interest of the associate general partner was
transferred to NHP.
Item 2. Description of Property
The following table sets forth the Partnership's investment in the property:
Date of Type of
Property Purchase Ownership Use
Riverside Park 05/15/86 Fee ownership subject Apartment
Fairfax County, Virginia to first mortgage 1,222 units
Schedule of Property:
Set forth below is the gross carrying value, accumulated depreciation,
depreciable life, method of depreciation and Federal tax basis for the Property:
<TABLE>
<CAPTION>
Gross
Carrying Accumulated Federal
Value Depreciation Rate Method Tax Basis
(in thousands) (in thousands)
<S> <C> <C> <C> <C> <C>
Riverside Park $76,652 $37,139 5-27.5 yrs S/L $28,231
See "Item 7 - Financial Statements - Note A" for a description of the
Partnership's depreciation policy.
</TABLE>
<PAGE>
Schedule of Property Indebtedness:
The following table sets forth certain information relating to the loan
encumbering the Partnership's investment property:
<TABLE>
<CAPTION>
Principal Principal
Balance At Balance
December 31, Interest Period Maturity Due At
Property 1999 Rate Amortized Date Maturity(3)
(in thousands) (in thousands)
<S> <C> <C> <C> <C> <C>
Riverside Park
1st mortgage $44,823 9.25% (2) (1) 09/27/01 $43,664
</TABLE>
(1) The principal balance is amortized over 25 years with a balloon payment due
September 27, 2001.
(2) Interest rate is based on the 30 day LIBOR + 2.75%. The above is the
interest rate for December 1999.
(3) See "Item 7. Financial Statements - Note C" for information with respect to
the Partnership's ability to prepay this loan and other specific
information about the loan terms.
Schedule of Rental Rates and Occupancy:
Average annual rental rate and occupancy for 1999 and 1998:
Average Annual Average Annual
Rental Rate Occupancy
(per unit)
Property 1999 1998 1999 1998
Riverside Park $9,284 $8,775 97% 96%
As noted under "Item 1. Description of Business", the real estate industry is
highly competitive. The property is subject to competition from other
residential apartment complexes in the area. The General Partner believes that
the property is adequately insured and is in good physical condition, subject to
normal depreciation and deterioration as is typical for assets of this type and
age. The property is an apartment complex which leases units for lease terms of
one year or less. No tenant leases 10% or more of the available rental space.
Schedule of Real Estate Taxes and Rates:
Real estate taxes and rate for 1999:
1999 1999
Billing Rate
(in thousands)
Riverside Park $768 1.23%
Capital Improvements:
During 1999, the Partnership completed approximately $1,905,000 of capital
improvements at Riverside Park, consisting primarily of structural improvements,
parking lot improvements, carpet and other floor covering replacement, air
conditioning replacements, interior decoration and other building improvements.
These improvements were funded from operating cash flow and replacement
reserves. The Partnership is currently evaluating the capital improvement needs
of the property for the upcoming year. The minimum amount to be budgeted is
expected to be $300 per unit or $366,600. Additional improvements may be
considered and will depend on the physical condition of the property as well as
replacement reserves and anticipated cash flow generated by the property.
Item 3. Legal Proceedings
The Partnership is unaware of any pending or outstanding litigation that is not
of a routine nature arising in the ordinary course of business.
Item 4. Submission of Matters to a Vote of Securities Holders
No matters were submitted to a vote of security holders during the quarter ended
December 31, 1999.
<PAGE>
PART II
Item 5. Market for Registrant's Units of Limited Partnership and Related
Partner Matters
As of December 31, 1999, there were 445 holders of record of the 566 Units. No
public trading market has developed for the Units, and it is not anticipated
that such a market will develop in the future. As of December 31, 1999,
affiliates of AIMCO owned 288.2374 Units of limited partnership interest or
50.92%.
No distributions were declared or paid in 1998 or 1999. Future cash
distributions will depend on the levels of net cash generated from operations,
the availability of cash reserves, and the timing of the debt maturity,
refinancing and/or property sale. The Partnership's distribution policy is
reviewed on an annual basis. There can be no assurance, however, that the
Partnership will generate sufficient funds from operations after required
capital expenditures to permit any distributions to its partners in the year
2000 or subsequent periods.
Several tender offers were made by various parties, including affiliates of the
associate general partner, during the year ended December 31, 1999. As a result
of these and prior tender offers, AIMCO and its affiliates currently own
288.2374 limited partnership units in the Partnership representing 50.92% of the
outstanding units. It is possible that AIMCO or its affiliates will make one or
more additional offers to acquire additional limited partnership interests in
the Partnership for cash or in exchange for units in the operating partnership
of AIMCO. Consequently, AIMCO is in a position to influence all voting decisions
with respect to the Registrant. Under the Partnership Agreement, unitholders
holding a majority of the Units are entitled to take action with respect to a
variety of matters. When voting on matters, AIMCO would in all likelihood vote
the Units it acquired in a manner favorable to the interest of the General
Partner because of their affiliation with the General Partner.
Item 6. Management's Discussion and Analysis or Plan of Operation
The matters discussed in this Form 10-KSB contain certain forward-looking
statements and involve risks and uncertainties (including changing market
conditions, competitive and regulatory matters, etc.) detailed in the disclosure
contained in this Form 10-KSB and the other filings with the Securities and
Exchange Commission made by the Registrant from time to time. The discussion of
the Registrant's business and results of operations, including forward-looking
statements pertaining to such matters, does not take into account the effects of
any changes to the Registrant's business and results of operations. Accordingly,
actual results could differ materially from those projected in the
forward-looking statements as a result of a number of factors, including those
identified herein.
This item should be read in conjunction with the financial statements and other
items contained elsewhere in this report.
Results of Operations
The Partnership's net loss for the year ended December 31, 1999, was
approximately $77,000 as compared to a net loss of approximately $1,128,000 for
the year ended December 31, 1998. The decrease in net loss for the year ended
December 31, 1999, was primarily due to an increase in total revenues and a
decrease in total expenses. The increase in total revenue is attributable to
increases in rental and other income. The increase in rental income is primarily
the result of an increase in occupancy and average rental rates as well as
reduced bad debt expense at the property. Other income increased due to an
increase in laundry and utility income partially offset by a decrease in tenant
charges.
Total expenses decreased primarily due to a decrease in interest expense
partially offset by increases in operating, general and administrative and
depreciation expenses. The decrease in interest expense is primarily
attributable to a reduction in the variable mortgage interest rate charged
during 1999. The increase in operating expenses is primarily due to increases in
contract cleaning and property management fees partially offset by reduced
maintenance expenses due to decreased repairs required to be performed during
1999. The increase in depreciation expense is attributable to fixed assets
placed into service during the last twelve months that are now being
depreciated.
The increase in general and administrative expense is due to an increase in
general partner reimbursements during 1999 partially offset by reduced printing
and mailing costs. Included in general and administrative expense for the year
ended December 31, 1999 and 1998 are reimbursements to the associate general
partner allowed under the Partnership Agreement associated with its management
of the Partnership. In addition, costs associated with the quarterly and annual
communications with investors and regulatory agencies and the annual audit
required by the Partnership Agreement are also included.
As part of the ongoing business plan of the Partnership, the General Partner
monitors the rental market environment of its investment property to assess the
feasibility of increasing rents, maintaining or increasing occupancy levels and
protecting the Partnership from increases in expense. 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
At December 31, 1999, the Partnership held cash and cash equivalents of
approximately $3,139,000 compared to approximately $2,078,000 at December 31,
1998. The net increase in cash and cash equivalents of approximately $1,061,000
from the Partnership's year ended December 31, 1998 is due to approximately
$2,958,000 of net cash provided by operating activities partially offset by
approximately $1,203,000 of net cash used in investing activities and
approximately $694,000 of net cash used in financing activities. Cash used in
investing activities consisted of property improvements and replacements
partially offset by net withdrawals from escrow accounts maintained by the
mortgage lender. Cash used in financing activities consisted of payments made on
the mortgage encumbering the Partnership's investment property. The Partnership
invests its working capital reserves in a money market account.
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 property to adequately maintain the physical assets
and other operating needs of the Partnership, and to comply with Federal, state,
and local legal and regulatory requirements. The Partnership is currently
evaluating the capital improvement needs of the property for the upcoming year.
The minimum amount to be budgeted is expected to be $300 per unit or $366,600.
Additional improvements may be considered and will depend on the physical
condition of the property as well as replacement reserves and anticipated cash
flow generated by the property. The capital expenditures will be incurred only
if cash is available from operations or from Partnership reserves. To the extent
that such budgeted capital improvements are completed, the Partnership's
distributable cash flow, if any, may be adversely affected at least in the short
term.
The Partnership's assets are currently thought to be sufficient for any
near-term needs (exclusive of capital improvements) of the Partnership. The
mortgage indebtedness of approximately $44,823,000 is being amortized over 25
years with a balloon payment of approximately $43,664,000 due at maturity in
September 2001. The General Partner will attempt to refinance and/or sell the
property prior to such maturity date. If the property cannot be refinanced or
sold for a sufficient amount, the Partnership will risk losing such property
through foreclosure. The Partnership's exposure to market risk results from
fluctuations in the 30-day LIBOR rate.
There were no cash distributions declared or paid during the year ended December
31, 1999 or 1998. Future cash distributions will depend on the levels of net
cash generated from operations, the availability of cash reserves, and the
timing of the debt maturity, refinancing and/or property sale. The Partnership's
distribution policy is reviewed on an annual basis. There can be no assurance,
however, that the Partnership will generate sufficient funds from operations
after required capital expenditures to permit any distributions to its partners
in the year 2000 or subsequent periods.
Several tender offers were made by various parties, including affiliates of the
associate general partner, during the year ended December 31, 1999. As a result
of these tender offers, AIMCO and its affiliates currently own approximately
288.2374 limited partnership units in the Partnership representing 50.92% of the
outstanding units. It is possible that AIMCO or its affiliates will make one or
more additional offers to acquire additional limited partnership interests in
the Partnership for cash or in exchange for units in the operating partnership
of AIMCO. Consequently, AIMCO is in a position to influence all voting decisions
with respect to the Registrant. Under the Partnership Agreement, unitholders
holding a majority of the Units are entitled to take action with respect to a
variety of matters. When voting on matters, AIMCO would in all likelihood vote
the Units it acquired in a manner favorable to the interest of the General
Partner because of their affiliation with the General Partner.
Year 2000 Compliance
General Description
The Year 2000 issue is the result of computer programs being written using two
digits rather than four digits to define the applicable year. The Partnership is
dependent upon the associate general partner and its affiliates for management
and administrative services ("Managing Agent"). Any of the Managing Agent's
computer programs or hardware that had date-sensitive software or embedded chips
might have recognized a date using "00" as the year 1900 rather than the year
2000. This could have resulted in a system failure or miscalculations causing
disruptions of operations, including, among other things, a temporary inability
to process transactions, send invoices, or engage in similar normal business
activities.
Computer Hardware, Software and Operating Equipment
In 1999, the Managing Agent completed all phases of its Year 2000 program by
completing the replacement and repair of any hardware or software system or
operating equipment that was not yet Year 2000 compliant. The Managing Agent's
hardware and software systems and its operating equipment are now Year 2000
compliant. No material failure or erroneous results have occurred in the
Managing Agent's computer applications related to the failure to reference the
Year 2000 to date.
Third Parties
To date, the Managing Agent is not aware of any significant supplier or
subcontractor (external agent) or financial institution of the Partnership that
has a Year 2000 issue that would have a material impact on the Partnership's
results of operations, liquidity or capital resources. However, the Managing
Agent has no means of ensuring or determining the Year 2000 compliance of
external agents. At this time, the Managing Agent does not believe that a Year
2000 issue of any non-compliant external agent will have a material impact on
the Partnership's financial position or results of operations.
Costs
The total cost of the Managing Agent's Year 2000 project was approximately $3.2
million and was funded from operating cash flows.
Risks Associated with the Year 2000
The Managing Agent completed all necessary phases of its Year 2000 program in
1999, and did not experience system or equipment malfunctions related to a
failure to reference the Year 2000. The Managing Agent or Partnership have not
been materially adversely effected by disruptions in the economy generally
resulting from the Year 2000 issue.
At this time, the Managing Agent does not believe that the Partnership's
businesses, results of operations or financial condition will be materially
adversely effected by the Year 2000 issue.
Contingency Plans Associated with the Year 2000
The Managing Agent has not had to implement contingency plans such as manual
workarounds or selecting new relationships for its banking or elevator operation
activities in order to avoid the Year 2000 issue.
<PAGE>
Item 7. Financial Statements
RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP
LIST OF FINANCIAL STATEMENTS
Report of Independent Public Accountants - As of and for the year ended
December 31, 1999
Independent Auditor's Report - As of and for the year ended December 31,
1998
Balance Sheet - December 31, 1999
Statements of Operations - Years ended December 31, 1999 and 1998
Statements of Changes in Partners' Deficit - Years ended December 31, 1999
and 1998
Statements of Cash Flows - Years ended December 31, 1999 and 1998
Notes to Financial Statements
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Partners of
Riverside Park Associates Limited Partnership:
We have audited the accompanying balance sheet of Riverside Park Associates
Limited Partnership (a Delaware limited partnership) as of December 31, 1999,
and the related statements of operations, changes in partners' deficit and cash
flows for the year then ended. 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 audit.
We conducted our audit in accordance with auditing standards generally accepted
in the United States. 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 management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides 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 Riverside Park Associates
Limited Partnership as of December 31, 1999, and the results of its operations
and its cash flows for the year then ended, in conformity with auditing
standards generally accepted in the United States.
/s/Arthur Andersen LLP
Denver, Colorado
March 14, 2000
<PAGE>
INDEPENDENT AUDITORS' REPORT
To the Partners of
Riverside Park Associates Limited Partnership
We have audited the accompanying statements of operations, changes in partners'
capital (deficit) and cash flows of Riverside Park Associates Limited
Partnership (a Delaware limited partnership) for the year ended December 31,
1998. 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 audit.
We conducted our audit 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
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the results of operations and cash flows of Riverside
Park Associates Limited Partnership for the year ended December 31, 1998, in
conformity with generally accepted accounting principles.
/s/KPMG LLP
Greenville, South Carolina
March 15, 1999
<PAGE>
Riverside Park Associates Limited Partnership
Balance Sheet
(in thousands, except unit data)
December 31, 1999
<TABLE>
<CAPTION>
<S> <C> <C>
Assets
Cash and cash equivalents $ 3,139
Receivables and deposits 225
Restricted escrows 92
Other assets 425
Investment property (Notes C & D):
Land $ 6,357
Buildings and related personal property 70,295
76,652
Less accumulated depreciation (37,139) 39,513
$ 43,394
Liabilities and Partners' Deficit
Liabilities:
Accounts payable $ 138
Tenant security deposit liabilities 231
Other liabilities 823
Mortgage note payable (Note C) 44,823
Partners' Deficit:
General partner $ (1,211)
Limited partners (566 units issued and outstanding) (1,410) (2,621)
$ 43,394
See Accompanying Notes to Financial Statements
</TABLE>
<PAGE>
Riverside Park Associates Limited Partnership
Statements of Operations
(in thousands, except unit data)
Years Ended December 31,
1999 1998
Revenues:
Rental income $ 11,069 $ 10,245
Other income 997 959
Total revenues 12,066 11,204
Expenses:
Operating 4,245 4,219
General and administrative 367 318
Depreciation 2,814 2,745
Interest 3,949 4,291
Property taxes 768 759
Total expenses 12,143 12,332
Net loss (Note E) $ (77) $ (1,128)
Net loss allocated to general partner (3%) $ (2) $ (34)
Net loss allocated to limited partners (97%) (75) (1,094)
$ (77) $ (1,128)
Net loss per limited partnership unit $(132.51) $(1,932.86)
See Accompanying Notes to Financial Statements
<PAGE>
Riverside Park Associates Limited Partnership
Statement of Changes in Partners' Deficit
(in thousands, except unit data)
<TABLE>
<CAPTION>
Limited
Partnership General Limited
Units Partner Partners Total
<S> <C> <C> <C> <C>
Original capital contributions 566 $ -- $47,533 $47,533
Partners' deficit at
December 31, 1997 566 $(1,175) $ (241) $(1,416)
Net loss for the year ended
December 31, 1998 -- (34) (1,094) (1,128)
Partners' deficit at
December 31, 1998 566 (1,209) (1,335) (2,544)
Net loss for the year ended
December 31, 1999 -- (2) (75) (77)
Partners' deficit at
December 31, 1999 566 $(1,211) $(1,410) $(2,621)
See Accompanying Notes to Financial Statements
</TABLE>
<PAGE>
Riverside Park Associates Limited Partnership
Statements of Cash Flows
(in thousands)
Years Ended December 31,
1999 1998
Cash flows from operating activities:
Net loss $ (77) $(1,128)
Adjustments to reconcile net loss to net cash
provided by operating activities:
Depreciation 2,814 2,745
Amortization of loan costs 300 394
Casualty loss -- 61
Change in accounts:
Receivables and deposits 81 31
Other assets (32) (85)
Accounts payable (278) 175
Tenant security deposit liabilities 26 35
Other liabilities 124 68
Net cash provided by operating activities 2,958 2,296
Cash flows from investing activities:
Property improvements and replacements (1,905) (1,734)
Net withdrawals from (deposits to) restricted
escrows 702 (366)
Insurance proceeds -- 44
Net cash used in investing activities (1,203) (2,056)
Cash flows used in financing activities:
Payments on mortgage note payable (694) (640)
Net increase (decrease) in cash and cash equivalents 1,061 (400)
Cash and cash equivalents at beginning of year 2,078 2,478
Cash and cash equivalents at end of year $ 3,139 $ 2,078
Supplemental disclosure of cash flow information:
Cash paid for interest $ 3,650 $ 3,896
See Accompanying Notes to Financial Statements
<PAGE>
Riverside Park AssociateS Limited Partnership
Notes to Financial Statements
December 31, 1999
Note A - Organization and Summary of Significant Accounting Policies
Organization:
Riverside Park Associates Limited Partnership (the "Partnership" or
"Registrant"), a Delaware limited partnership, was formed on May 14, 1986 to
operate and hold for investment a three-building apartment complex known as
Riverside Park. The Partnership will terminate on December 31, 2035 unless
terminated prior to such date. The general partner of the Partnership is
Winthrop Financial Associates, a Maryland Limited Partnership (the "General
Partner" or "WFA"). NHP Management Company ("NHP"), an associate general partner
of the General Partner, has the right to cause the General Partner to take such
action as it deems advisable with respect to the Partnership (See "Note B -
Transfer of Control"). The directors and officers of NHP also serve as executive
officers of AIMCO.
The Partnership Agreement provides that the Partnership may sell additional
limited partnership interests to raise additional equity, if the General Partner
determines that additional funds are required.
Allocations to Partners:
Profits, losses and cash flow from normal operations are allocated 3% to the
General Partner and 97% to the limited partners. After distribution of certain
priority items, Partnership residuals will be distributed 25% to the General
Partner and 75% to the limited partners.
Investment Properties:
The Partnership's investment property consists of one apartment complex, which
is stated at cost. Acquisition fees are capitalized as a cost of real estate. In
accordance with Statement of Financial Accounting Standards ("SFAS") No. 121,
"Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to
be Disposed Of". The Partnership records impairment losses on long-lived assets
used in operations when events and circumstances indicate that the assets might
be impaired and the undiscounted cash flows estimated to be generated by those
assets are less than the carrying amounts of those assets. No adjustments for
impairment of value were recorded in either of the years ended December 31, 1999
or 1998.
Depreciation:
Depreciation is provided by the straight-line method over the estimated lives of
the apartment property and related personal property. For Federal income tax
purposes, the accelerated cost recovery method is used (1) for real property
over 15 years for additions prior to March 16, 1984, 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 modified accelerated cost
recovery method is used for depreciation of (1) real property over 40 years and
(2) personal property additions over 5-20 years.
Loan and Other Mortgage-Related Costs:
Loan and other mortgage-related costs of approximately $1,406,000 net of
accumulated amortization of approximately $1,049,000, are included in other
assets and are being amortized on a straight-line basis over various periods
ranging from 36 to 60 months. Amortization of these costs are included in
interest expense.
Leases:
The Partnership generally leases its apartment units for terms of twelve months
or less. The Partnership recognizes income as earned on its leases. In addition,
the General Partner's policy is to offer rental concessions during particularly
slow months or in response to heavy competition from other similar complexes in
the area. Concessions are charged against rental income as incurred.
Fair Value of Financial Instruments:
SFAS No. 107, "Disclosures about Fair Value of Financial Instruments", as
amended by SFAS No. 119, "Disclosures about Derivative Financial Instruments and
Fair Value of Financial Instruments", requires disclosure of fair value
information about financial instruments, whether or not recognized in the
balance sheet, for which it is practicable to estimate fair value. Fair value is
defined in the SFAS as the amount at which the instruments could be exchanged in
a current transaction between willing parties, other than in a forced or
liquidation sale. The Partnership believes that the carrying amount of its
financial instruments (except for long term debt) approximates their fair value
due to the short term maturity of these instruments. The fair value of the
Partnership's long term debt, after discounting the scheduled loan payments to
maturity, approximates its carrying balance.
The Partnership had an interest rate cap agreement to manage exposure to
fluctuations in the LIBOR rate through September 1999. Costs paid associated
with this agreement were amortized to interest expense over the term of the
agreement.
Cash and Cash Equivalents:
Cash and cash equivalents include cash on hand, in banks and money market
accounts. At certain times, the amount of cash deposited at a bank may exceed
the limit on insured deposits.
Tenant Security Deposits:
The Partnership requires security deposits from lessees for the duration of the
lease and such deposits are included in receivables and deposits. The security
deposits are refunded when the tenant vacates, provided the tenant has not
damaged the apartment and is current on rental payments.
Restricted Escrows:
As a result of the 1996 refinancing of the property, the Partnership is required
to make monthly deposits of approximately $31,000 to a replacement reserve
account held by the lender, with amounts disbursed back to the Partnership for
repairs and replacements at the property. At December 31, 1999, this reserve
totaled approximately $92,000.
Advertising Costs:
The Partnership expenses the costs of advertising as incurred. Advertising
expense, included in operating expenses, was approximately $183,000 and $206,000
for the years ended December 31, 1999 and 1998, respectively.
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.
Segment Reporting:
SFAS No. 131, Disclosure about Segments of an Enterprise and Related Information
established standards for the way that public business enterprises report
information about operating segments in annual financial statements and requires
that those enterprises report selected information about operating segments in
interim financial reports. It also establishes standards for related disclosures
about products and services, geographic areas, and major customers. See "Note H"
for required disclosure.
Note B - Transfer of Control
On October 28, 1997, an affiliate of Insignia Financial Group, Inc. ("Insignia")
was admitted as an associate general partner of the General Partner. Pursuant to
the terms of the Second Amended and Restated Agreement of Limited Partnership of
the General Partner, the associate general partner has the right to cause the
General Partner to take such action as it deems necessary in connection with the
operation of the Partnership. On October 28, 1997, the Partnership terminated
Winthrop Management as the managing agent and appointed NHP to assume management
of the property. In addition, Insignia acquired from an affiliate of the General
Partner the 200.66 Units (the "Acquired Units") which such affiliate owned.
Pursuant to a series of transactions which closed on October 1, 1998 and
February 26, 1999, Insignia and Insignia Properties Trust ("IPT") merged into
Apartment Investment and Management Company ("AIMCO"), a publicly traded real
estate investment trust, with AIMCO being the surviving corporation (the
"Insignia Merger"). As a result, AIMCO acquired control of the associate general
partner and the Acquired Units. The General Partner does not believe that this
transaction will have a material effect on the affairs and operations of the
Partnership.
On February 26, 1999, the interest of the associate general partner was
transferred to an affiliate of AIMCO.
Note C - Mortgage Note Payable
The principle terms of the mortgage note payable are as follows:
<TABLE>
<CAPTION>
Principal Monthly Principal
Balance At Payment Stated Balance
December 31, Including Interest Maturity Due At
Property 1999 Interest Rate Date Maturity
(in thousands) (in thousands)
<S> <C> <C> <C> <C> <C>
Riverside Park
1st mortgage $44,823 $ 421 9.25% 09/27/01 $43,664
</TABLE>
On September 25, 1996, the Partnership refinanced its mortgage note payable with
General Electric Capital Corporation ("GE Capital") in the aggregate amount of
$47,000,000. The loan bears interest at the 30-day LIBOR plus 2.75% (9.25% at
December 31, 1999) and is adjusted monthly. Upon refinancing, the Partnership
entered into an "Interest Rate Cap Agreement" with a third party which had a
term of three years and provided for protection against the 30-day LIBOR
exceeding 7.25%. The agreement expired October 1, 1999. Principal and interest
are payable by the Partnership in monthly installments of approximately $421,000
with a balloon payment of approximately $43,664,000 due at maturity. The
Partnership is required to pay GE Capital a repayment fee in the amount of
$470,000 upon maturity, prepayment or after acceleration, and as such, the
Partnership is accruing this amount over the life of the loan. The accrual
balance at December 31, 1999 of approximately $298,000 is included in other
liabilities in the accompanying balance sheet. The Partnership may prepay the
loan without any other prepayment premium.
The mortgage note payable is nonrecourse and is secured by pledge of the
Partnership's property and by pledge of revenues from the rental property. The
investment property may not be sold subject to the existing indebtedness.
Scheduled principal payments of the mortgage note payable subsequent to December
31, 1999, are as follows (in thousands):
2000 $ 672
2001 44,151
$44,823
Note D - Real Estate and Accumulated Depreciation
Initial Cost
To Partnership
(in thousands)
Buildings Cost
and Related Capitalized
Personal Subsequent to
Description Encumbrance Land Property Acquisition
(in thousands) (in thousands)
Riverside Park $44,823 $6,357 $52,768 $17,527
Gross Amount At Which Carried
At December 31, 1999
<TABLE>
<CAPTION>
(in thousands)
Buildings
and
Personal Accumulated Date Depreciable
Description Land Property Total Depreciation Acquired Life-Years
(in thousands)
<S> <C> <C> <C> <C> <C> <C>
Riverside Park $ 6,357 $70,295 $76,652 $37,139 05/15/86 5-27.5 yrs
</TABLE>
Reconciliation of "Real Estate and Accumulated Depreciation":
Years Ended December 31,
1999 1998
(in thousands)
Real Estate
Balance at beginning of year $74,747 $73,235
Property improvements 1,905 1,734
Property dispositions -- (222)
Balance at end of year $76,652 $74,747
Accumulated Depreciation
Balance at beginning of year $34,325 $31,697
Additions charged to expense 2,814 2,745
Property dispositions -- (117)
Balance at end of year $37,139 $34,325
The aggregate cost of the real estate for Federal income tax purposes at
December 31, 1999 and 1998 is approximately $76,602,000 and $74,747,000
respectively. The accumulated depreciation taken for Federal income tax purposes
at December 31, 1999 and 1998, is approximately $48,371,000 and $45,491,000
respectively.
Note E - Income Taxes
The Partnership has received a ruling from the Internal Revenue Service that it
will be classified as a partnership for Federal income tax purposes.
Accordingly, no provision for income taxes is made in the financial statements
of the Partnership. Taxable income or loss of the Partnership is reportable in
the income tax returns of its partners.
The following is a reconciliation of reported net loss and Federal taxable loss
(in thousands, except per unit data):
Years Ended December 31,
1999 1998
Net loss as reported $ (77) $ (1,128)
Depreciation differences 7 8
Deferred revenue (20) 140
Other (195) (74)
Federal taxable loss $ (285) $ (1,054)
Federal taxable loss per limited
partnership unit $(488.43) $(1,806.33)
The following is a reconciliation between the Partnership's reported amounts and
Federal tax basis of net liabilities at December 31, 1999 (in thousands):
Partners' deficit for financial statement
purposes $ (2,621)
Accumulated depreciation (11,173)
Deferred revenue 107
Other 5,514
Partners' deficit for Federal income tax
purposes $ (8,143)
Note F - Transactions with Affiliated Parties
The Partnership has no employees and is dependent on NHP and its affiliates for
the management and administration of all partnership activities. The Partnership
Agreement provides for certain payments to affiliates for services based on a
percentage of revenue and an annual partnership and investor service fee of
$110,000 subject to a 6% annual increase commencing in January 1989. The
following transactions with NHP and/or its affiliates were incurred during 1999
and 1998:
1999 1998
(in thousands)
Property management fees (included in
operating expenses) $479 $445
Reimbursements for services of affiliates
and investor service fees (included in
operating, general and administrative
expenses, and investment properties) 366 272
During the years ended December 31, 1999 and 1998, affiliates of NHP were
entitled to receive 4% of gross receipts from the Partnership's investment
property for providing property management services. The Partnership paid to
such affiliates approximately $479,000 and $445,000 during the years ended
December 31, 1999 and 1998, respectively.
An affiliate of NHP received reimbursement of accountable administrative
expenses amounting to approximately $366,000 and $272,000 for the years ended
December 31, 1999 and 1998, respectively.
Several tender offers were made by various parties, including affiliates of NHP,
during the year ended December 31, 1999. As a result of these and prior tender
offers, AIMCO and its affiliates currently own 288.237 limited partnership units
in the Partnership representing 50.92% of the outstanding units. It is possible
that AIMCO or its affiliates will make one or more additional offers to acquire
additional limited partnership interests in the Partnership for cash or in
exchange for units in the operating partnership of AIMCO. Consequently, AIMCO is
in a position to influence all voting decisions with respect to the Registrant.
Under the Partnership Agreement, unitholders holding a majority of the units are
entitled to take action with respect to a variety of matters. When voting on
matters, AIMCO would in all likelihood vote the Units it acquired in a manner
favorable to the interest of the General Partner because of their affiliation
with the General Partner.
Note G - Contingencies
The Partnership is unaware of any pending or outstanding litigation that is not
of a routine nature arising in the ordinary course of business.
Note H - Segment Information
Description of the Types of Products and Services from which the Reportable
Segment Derives its Revenues: The Partnership has one reportable segment:
residential properties. The Partnership's residential property segment consists
of one apartment complex located in Fairfax County, Virginia. The Partnership
rents apartment units to tenants for terms that are typically twelve months or
less.
Measurement of Segment Profit or Loss: The Partnership evaluates performance
based on segment profit (loss) before depreciation. The accounting policies of
the reportable segment are the same as those described in the summary of
significant accounting policies.
Segment information for the years 1999 and 1998 is shown in the tables below (in
thousands). The "Other" column includes partnership administration related items
and income and expense not allocated to the reportable segment.
1999
<TABLE>
<CAPTION>
Residential Other Totals
<S> <C> <C> <C>
Rental income $11,069 $ -- $11,069
Other income 997 -- 997
Interest expense 3,949 -- 3,949
Depreciation 2,814 -- 2,814
General and administrative expense -- 367 367
Segment profit (loss) 290 (367) (77)
Total assets 41,340 2,054 43,394
Capital expenditures for investment
property 1,905 -- 1,905
</TABLE>
<TABLE>
<CAPTION>
1998
Residential Other Totals
<S> <C> <C> <C>
Rental income $10,245 $ -- $10,245
Other income 959 -- 959
Interest expense 4,434 -- 4,434
Depreciation 2,745 -- 2,745
General and administrative expense -- 318 318
Segment loss (810) (318) (1,128)
Total assets 42,763 1,530 44,293
Capital expenditures for investment
property 1,734 -- 1,734
</TABLE>
Item 8. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
Effective October 20, 1998, the Registrant dismissed its prior Independent
Auditors, Reznick, Fedder & Silverman ("Reznick"), and retained as its new
Independent Auditors, KPMG LLP. Reznick's Independent Auditors' Report on the
Registrant's financial statements for the calendar year ended December 31, 1997
did not contain an adverse opinion or a disclaimer of opinion, and was not
qualified or modified as to uncertainty, audit scope or accounting principles.
The decision to change Independent Auditors was approved by the General
Partner's directors. During the calendar year ended 1997 and through October 20,
1998, there were no disagreements between the Registrant and Reznick on any
matter of accounting principles or practices, financial statement disclosure, or
auditing scope of procedure which disagreements if not resolved to the
satisfaction of Reznick, would have caused it to make reference to the subject
matter of the disagreements in connection with its reports.
Effective October 20, 1998, the Registrant engaged KPMG LLP as its Independent
Auditors. During the last two calendar years and through October 20, 1998, the
Registrant did not consult KPMG LLP regarding any of the matters or events set
forth in Item 304(a)(2)(i) and (ii) of Regulation S-B.
Effective December 8, 1999, the Registrant dismissed its prior Independent
Auditors, KPMG LLP ("KPMG") and retained as its new Independent Auditors, Arthur
Andersen LLP. KPMG's Independent Auditors' Report on the Registrant's financial
statements for the calendar year ended December 31, 1998 did not contain an
adverse opinion or a disclaimer of opinion, and was not qualified or modified as
to uncertainty, audit scope or accounting principles. The decision to change
Independent Auditors was approved by the General Partner's directors. During the
calendar year ended 1998 and through December 8, 1999, there were no
disagreements between the Registrant and KPMG on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope of
procedure which disagreements if not resolved to the satisfaction of KPMG, would
have caused it to make reference to the subject matter of the disagreements in
connection with its reports.
Effective December 8, 1999, the Registrant engaged Arthur Andersen LLP as its
Independent Auditors. During the last two calendar years and through December 8,
1999, the Registrant did not consult Arthur Andersen LLP regarding any of the
matters or events set forth in Item 304 (a)(2)(i) and (ii) of Regulation S-B.
PART III
Item 9. Directors, Executive Officers, Promoters and Control Persons;
Compliance With Section 16(a) of the Exchange Act
Riverside Park Associates Limited Partnership (the "Partnership" or the
"Registrant") has no officers or directors. On October 28, 1997, IPT I LLC ("IPT
I") was admitted as an associate general partner of the General Partner.
Subsequently, IPT I assigned its interest to NHP Management Company ("NHP"), an
affiliated company. Pursuant to the terms of the Second Amended and Restated
Agreement of Limited Partnership of the General Partner, NHP has the right to
cause the General Partner to take such action as it deems necessary in
connection with the activities of the Registrant.
As of December 31, 1999, the names of the directors and executive officers of
NHP and the position held by each of them, are as follows:
Name Age Position
Patrick J. Foye 42 Executive Vice President and Director
Martha L. Long 40 Senior Vice President and Controller
Patrick J. Foye has been Executive Vice President and Director of NHP since
October 1, 1998. Mr. Foye has served as Executive Vice President of AIMCO since
May 1998. Prior to joining AIMCO, Mr. Foye was a partner in the law firm of
Skadden, Arps, Slate, Meagher & Flom LLP from 1989 to 1998 and was Managing
Partner of the firm's Brussels, Budapest and Moscow offices from 1992 through
1994. Mr. Foye is also Deputy Chairman of the Long Island Power Authority and
serves as a member of the New York State Privatization Council. He received a
B.A. from Fordham College and a J.D. from Fordham University Law School.
Martha L. Long has been Senior Vice President and Controller of NHP and AIMCO
since October 1998, as a result of the acquisition of Insignia Financial Group,
Inc. From June 1994 until January 1997, she was the Controller for Insignia, and
was promoted to Senior Vice President - Finance and Controller in January 1997,
retaining that title until October 1998. From 1988 to June 1994, Ms. Long was
Senior Vice President and Controller for The First Savings Bank, FSB in
Greenville, South Carolina.
Except as indicated above, neither the Registrant, NHP nor the General Partner
has any significant employees within the meaning of Item 401(b) of Regulation
S-B. There are no family relationships among the officers and directors of the
General Partner.
Based solely upon a review of Forms 3 and 4 and amendments thereto furnished to
the Registrant under Rule 16a-3(e) during the Registrant's most recent fiscal
year and Form 5 and amendments thereto furnished to the Registrant with respect
to its most recent fiscal year, the Registrant is not aware of any director,
officer or beneficial owner of more than ten percent of the units of limited
partnership interest in the Registrant that failed to file on a timely basis, as
disclosed in the above Forms, reports required by section 16(a) of the Exchange
Act during the most recent fiscal year or prior fiscal years.
Item 10. Executive Compensation
The Registrant is not required to and did not pay any compensation to the
officers or directors of the associate general partner during the year ended
December 31, 1999.
Item 11. Security Ownership of Certain Beneficial Owners and Management
The following table sets forth certain information regarding limited partnership
units of the Registrant owned by each person or entity which is known by the
Registrant to own beneficially or exercise voting or dispositive control over
more than 5% of the Registrant's limited partnership units, by each of the
directors and by all directors and executive officers of the General Partner as
a group as of December 31, 1999.
Entity Number of Units Percentage
AIMCO Properties LP 288.2374 50.92%
(an affiliate of AIMCO)
AIMCO Properties LP is indirectly ultimately controlled by AIMCO. Its business
address is 2000 South Colorado Boulevard, Denver, Colorado, 80222.
No director or officer of the associate general partner owns any Units.
Item 12. Certain Relationships and Related Transactions
The Partnership has no employees and is dependent on NHP Management Company
("NHP") and its affiliates for the management and administration of all
partnership activities. The Partnership Agreement provides for certain payments
to affiliates for services based on a percentage of revenue and an annual
partnership and investor service fee of $110,000 subject to a 6% annual increase
commencing in January 1989. The following transactions with NHP and/or its
affiliates were incurred during 1999 and 1998:
1999 1998
(in thousands)
Property management fees $479 $445
Reimbursements for services of affiliates
and investor service fees 366 272
During the years ended December 31, 1999 and 1998, affiliates of NHP were
entitled to receive 4% of gross receipts from the Partnership's investment
property for providing property management services. The Partnership paid to
such affiliates approximately $479,000 and $445,000 during the years ended
December 31, 1999 and 1998, respectively.
An affiliate of NHP received reimbursement of accountable administrative
expenses amounting to approximately $366,000 and $272,000 for the years ended
December 31, 1999 and 1998, respectively.
Several tender offers were made by various parties, including affiliates of NHP,
during the year ended December 31, 1999. As a result of these and prior tender
offers, AIMCO and its affiliates currently own 288.237 limited partnership units
in the Partnership representing 50.92% of the outstanding units. It is possible
that AIMCO or its affiliates will make one or more additional offers to acquire
additional limited partnership interests in the Partnership for cash or in
exchange for units in the operating partnership of AIMCO. Consequently, AIMCO is
in a position to influence all voting decisions with respect to the Registrant.
Under the Partnership Agreement, unitholders holding a majority of the Units are
entitled to take action with respect to a variety of matters. When voting on
matters, AIMCO would in all likelihood vote the Units it acquired in a manner
favorable to the interest of the General Partner because of their affiliation
with the General Partner.
Item 13. Exhibits and Reports on Form 8-K
(a) Exhibits:
Exhibit 27, Financial Data Schedule, is filed as an exhibit to this
report.
(b) Reports on Form 8-K filed in the fourth quarter of calendar year
1999:
Current Report on Form 8-K dated December 8, 1999 and filed on
December 14, 1999, disclosing the dismissal of KPMG LLP as the
Registrant's certifying accountant and the appointment of Arthur
Andersen, LLP as the certifying accountants for the year ended
December 31, 1999.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP
By: WINTHROP FINANCIAL ASSOCIATES,
A LIMITED PARTNERSHIP,
General Partner
By: NHP Management Company,
Associate General Partner
By: /s/Patrick J. Foye
Patrick J. Foye
Executive Vice President
By: /s/Martha L. Long
Martha L. Long
Senior Vice President
and Controller
Date: March 30, 2000
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities and on the dates indicated.
/s/Patrick J. Foye Executive Vice President Date: March 30, 2000
Patrick J. Foye and Director
/s/Martha L. Long Senior Vice President Date: March 30, 2000
Martha L. Long and Controller
Riverside Park Associates Limited Partnership
Index to Exhibits
Exhibit
2.1 Agreement and Plan of Merger, dated as of October 1, 1998, by and between
AIMCO and IPT; incorporated by reference to the Registrant's Current Report
on Form 8-K dated October 1, 1998.
3.4. Riverside Park Associates Limited Partnership Amended and Restated
Limited partnership Agreement, dated July 15, 1986(1)
3.4. Certificate of Limited Partnership of Riverside Park Associates Limited
Partnership, filed with the Secretary of State of Delaware May 14, 1986(2)
3.4.(c) Amendment to Amended and Restated Partnership Agreement of Riverside
Park Associates Limited Partnership dated August 23, 1995
10(a)Loan Agreement, dated September 25, 1995, between the Registrant and
General Electric Capital Corporation ("GECC")
10(b)Promissory Note, dated September 25 1996, from the Registrant to GECC in
the original principal amount of $47,000,000
10(c)Deed of Trust, Security Agreement and Fixture Filing, dated as of
September 25, 1996, between the Registrant and GECC
10(d) Residential Management Agreement dated July 2, 1986 between the
Registrant and First Winthrop Properties, Inc.(2)
16 Letter dated October 22, 1998 from the Registrant's former independent
accountants regarding its concurrence with the statements made by the
Registrant; incorporated by reference to the Registrant's Current Report on
Form 8-K dated October.
16.1 Letter dated December 13, 1999 from the Registrant's former independent
accountants regarding its concurrence with the statements made by the
Registrant' incorporated by reference to the Registrant's Current Report on
Form 8-K dated December 8, 1999.
27 Financial Data Schedule.
(1) Incorporated by reference to the Exhibits to the Registrant's Registration
Statement on Form 10, filed on April 29, 1987. (Commission Partnership
file number 0-15740.)
(2) Incorporated by reference to the Exhibits to the Registrant's Annual
Report filed on Form 10-K, on March 30, 1988.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Riverside
Park Associates Limited Partnership 1999 Fourth Quarter 10-KSB and is qualified
in its entirety by reference to such 10-KSB filing.
</LEGEND>
<CIK> 0000813812
<NAME> Riverside Park Associates Limited Partnership
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> DEC-31-1999
<CASH> 3,139
<SECURITIES> 0
<RECEIVABLES> 225
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0 <F1>
<PP&E> 76,652
<DEPRECIATION> 37,139
<TOTAL-ASSETS> 43,394
<CURRENT-LIABILITIES> 0 <F1>
<BONDS> 44,823
0
0
<COMMON> 0
<OTHER-SE> (2,621)
<TOTAL-LIABILITY-AND-EQUITY> 43,394
<SALES> 0
<TOTAL-REVENUES> 12,066
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 12,143
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,949
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (77)
<EPS-BASIC> (132.51)<F2>
<EPS-DILUTED> 0
<FN>
<F1> Registrant has an unclassified balance sheet. <F2> Multiplier is 1.
</FN>
</TABLE>
