<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
[ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
FOR THE TRANSITION PERIOD FROM TO
COMMISSION FILE NUMBER 33-13983
ASSOCIATED PLANNERS REALTY GROWTH FUND, (A CALIFORNIA LIMITED PARTNERSHIP)
(Exact name of registrant as specified in its charter)
CALIFORNIA 95-4119808
State or other jurisdiction of (IRS Employer
incorporation or organization identification)
5933 WEST CENTURY BLVD., 9TH FLOOR, LOS ANGELES, CA 90045-5454
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (310) 670-0800
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered
NONE NONE
Securities registered pursuant to Section 12(g) of the Act:
UNITS OF LIMITED PARTNERSHIP INTEREST
(Title of class)
Indicate by check mark whether the registrant (1) has filed all reports 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 u No
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K [ ]
<PAGE>
PART I
ITEM 1. BUSINESS
Associated Planners Realty Growth Fund (the "Partnership"), was organized in
March 1987, under the California Revised Limited Partnership Act. West Coast
Realty Advisors, Inc. ("WCRA"), a California corporation, and W. Thomas Maudlin
Jr., an individual, are general partners (collectively referred to herein as the
"General Partner").
The Partnership was organized for the purpose of investing in, holding, and
managing improved, leveraged income-producing property, such as residential
property, office buildings, commercial buildings, industrial properties, mini-
warehouse facilities, and shopping centers ("Properties"), which are believed to
have potential for cash flow and capital appreciation. The Partnership intends
to own and operate such Properties for investment over an anticipated holding
period of approximately five to ten years. At December 31, 1995, the
Partnership had no employees.
The Partnership's principal investment objectives are to invest the net
proceeds in real properties which will:
1. Preserve and protect the Partnership's invested capital;
2. Provide for cash distributions from operations;
3. Provide gains through potential appreciation; and
4. Generate federal income tax deductions so that a portion of cash
distributions may be treated as a return of capital for tax
purposes and, therefore, may not represent taxable income to the
Limited Partners.
On November 17, 1989, the Partnership acquired a 100% interest in a office
building located in Santa Ana, California which was financed with $1,553,102 in
cash and $1,675,000 in long-term debt. On January 9, 1990, the Partnership,
together with Associated Planners Realty Income Fund (an affiliate), purchased a
one-story building located in San Marcos, California. The acquisition was paid
for entirely in cash totaling $3,118,783 of which $311,878 was provided by the
Partnership and $2,806,905 by the affiliate. The Partnership owns a 10%
undivided interest in the property.
The ownership and operation of any leveraged, income-producing real estate is
subject to those risks inherent in all real estate investments. These include
national and local economic conditions, the supply of and demand for similar
types of real property, competitive marketing conditions, zoning changes,
possible casualty losses, and increases in real estate taxes, assessments, and
operating expenses, as well as others. In addition, the real estate market at
this date is in a general state of uncertainty, and there is no assurance as to
how long it might continue or its possible effect on the Partnership.
<PAGE>
This uncertainty is evidenced by the following conditions:
1. Downtrends in the real estate market in various areas of the
country as evidenced by high vacancy rates in the commercial
sector, and a large unsold inventory of new homes, particularly
in California.
2. Economic recession, as evidenced by higher unemployment, slow
consumer spending, and low increases in gross national product
figures.
3. The effect of current or proposed tax reform legislation which
has slowed the level of sale and development of real estate and
the formation of real estate partnerships, in many areas of the
country.
4. Availability and cost of financing to allow for the purchase and
sale of properties and to maintain overall real estate values.
There is a potential for these factors to have a material effect on the
Partnership's operations over the long-term.
The Partnership is subject to competitive conditions that exist in the local
markets where it operates rental real estate. These conditions are discussed in
ITEM 2-- "PROPERTIES".
The Partnership is operated by the General Partner, subject to the terms of
the Amended and Restated Agreement of Limited Partnership. The Partnership has
no employees, and all administrative services are provided by West Coast Realty
Advisors Inc.(" WCRA") the co-General Partner.
On August 29, 1988, the Partnership attained its minimum funding requirement
with the initial release of escrow funds totaling $1,205,650 and terminated its
offering on September 5, 1989. As of December 31, 1989, gross proceeds from
sales of Partnership units totaled $2,061,000 and $1,823,953 net of syndication
costs and sales commissions.
ITEM 2. PROPERTIES
PARKCENTER OFFICE BUILDING
On November 17, 1989, the Partnership purchased the Parkcenter Office
Building, located in Santa Ana, California.
<PAGE>
The office building, constructed in 1978, provides 24,090 rentable square
feet located on a 1.32 acre parcel of land. As of December 31, 1995, the
building was 66% leased to seven tenants. Roselinsky, Gerrick, et al. accounted
for 26% of the occupied space in the building as of December 31, 1995. The
tenants rent space on a full-service gross lease basis, including utilities and
janitorial.
The building and improvements are depreciated over 31.5 to 40 years using a
straight-line method for both financial and income tax reporting purposes. The
financial and income tax basis for the property are the same. In the opinion of
the General Partner, the property is adequately insured. The property is
managed by West Coast Realty Management, Inc. ("WCRM"), an affiliate of the
corporate General Partner.
The center is dependent upon the vitality of the consumer market in the
general area. A drop in occupancy levels among buildings located in the
general area of the office building has required the Partnership's management to
lower rental rates that it has been charging to tenants in order to maintain an
acceptable occupancy level at the property. This has resulted in a significant
drop in operating cash flow that has been generated by the building. See
further discussion under Item 7 - "Management Discussion And Analysis of
Financial Condition and Results of Operations."
Tenants occupying 10% or more of rentable square footage:
Roselinsky, Gerrick, et al (a law firm): 26% of rentable square footage;
$99,185 rent per year; lease expires 1/31/97. Renewal options: No renewal
option.
Note: The tenants of this building consist are primarily service oriented
companies such as mortgage lenders, real estate agents, lawyers, and escrow
companies.
<PAGE>
SAN MARCOS INDUSTRIAL BUILDING
On January 9, 1990, the Partnership, together with Associated Planners Realty
Income Fund (a 10%/90% interest, respectively), purchased an Industrial
Building, located in San Marcos, California.
The building, constructed in 1986, consists of 40,720 rentable square feet,
including 6,000 square feet of office area, plus 1,300 square feet of mezzanine
storage above the office area. It is located on a 2.66 acre parcel of land.
The building was 100% occupied by Professional Care Products, Inc. through
January 8, 1995, on a triple net lease. The lease required the tenant to pay
insurance, taxes, maintenance and all other operating costs.
On February 13, 1995, a new lease was executed with No Fear, Inc., which runs
through June 30, 1998. This is also a triple net lease, and the beginning
monthly revenue is approximately 70% of the Professional Care Products lease's
ending monthly revenue.
The building and improvements are depreciated over 31.5 to 40 years using a
straight-line method for both financial and income tax reporting purposes. The
financial and income tax basis for the property are the same. In the opinion of
the General Partner, the property is adequately insured. The property is
managed by WCRM.
The building is located in North San Diego County, in an area of increasing
population and desirability for San Diego area professional and skilled workers
and significant employers. It is expected the building will benefit from
projected growth of the North San Diego County area.
<PAGE>
Tenants occupying 10% or more of rentable square footage:
PROCARE (Professional Care Products, Inc.): 100% of rentable square footage;
$30,024 rental per year (10% of total rent). Lease expired 1/8/95. Renewal
options: None (tenant vacated building prior to lease expiration).
No Fear, Inc.: 100% of rentable square footage; Rent is $21,989 per year (10%
of total rent). Lease expires on June 30, 1998. Tenant began occupying the
building on February 13, 1995. Renewal option: $21,598 per year in the first
year, increasing 104% per year thereafter for a maximum of five years.
Note: PROCARE was involved in the assembly of medical instruments. No Fear,
Inc. (the current tenant) is involved in the manufacture and sale of clothing.
SUMMARY
As of December 31, 1995, the combined occupancy rate of all the Partnership's
properties was 71%. In the opinion of the General Partner, all properties are
adequately covered by insurance. Although the Partnership's 10% interest in the
San Marcos Building is generating positive cash flow, this amount is not
sufficient to offset the negative cashflow resulting from the Partnership's
interest in the Santa Ana Office Building.
The total acquisition cost to the Partnership of each property and the dates
of acquisition are as follows:
DESCRIPTION ACQUISITION ACQUISITION
COST DATES
PARKCENTER OFFICE BUILDING $3,228,102 11/17/89
SAN MARCOS INDUSTRIAL BUILDING (10% $311,878 01/09/90
INTEREST)
Noted below are some key data pertaining to the operations of improved property
that is operated by the Partnership:
<PAGE>
Average annual occupancy rate as a percentage of square feet:
Santa Ana Building:
1991: 84%
1992: 87
1993: 85
1994: 73
1995: 66
San Marcos Building (10% interest by the Partnership):
1991: 100%
1992: 100
1993: 100
1994: 100
1995: 88
ITEM 3. LEGAL PROCEEDINGS
None.
ITEM 4. SUBMISSION OF MATTER TO A VOTE OF SECURITY HOLDERS
None.
<PAGE>
PART II
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS
At December 31, 1995, there were 2,061 limited partnership units outstanding
and 180 unit holders of record. The units sold are not freely transferable and
no public market for the sold units presently exists or is likely to develop.
There are no unissued units available for sale as of December 31, 1995.
ITEM 6. SELECTED FINANCIAL DATA
The selected financial data should be read in conjunction with the financial
statements and related notes and ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS appearing elsewhere in this
report. This selected financial data is not covered by the accountants' opinion
included elsewhere in this report.
<TABLE>
<CAPTION>
1995 1994 1993 1992 1991
<S> <C> <C> <C> <C> <C>
Operations for the years ended
December 31:
Revenues $243,214 $271,268 $ 288,624 $ 296,969 $ 320,101
Net (Loss) (2,101,895) (115,143) (123,357) (141,094) (88,631)
Net (Loss) Limited Partner Unit * (1,019.84) (55.31) (59.25) (67.77) (42.57)
Distributions per Limited Partner -- -- -- -- --
Unit *
Financial position at December 31:
Total Assets 1,328,063 3,296,434 3,391,592 3,443,973 3,477,784
Long-Term Debt 1,676,385 1,614,884 1,629,348 1,642,473 1,654,383
Partners' Equity (800,058) 1,301,837 1,416,980 1,540,337 1,681,431
</TABLE>
[FN]
*Net (loss) and distributions per limited partner unit were based on the
weighted average number of outstanding units.
<PAGE>
ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
The Partnership began offering for sale limited partnership units in October
1987. On August 29, 1988, the Partnership reached its minimum offering level of
$1,200,000 and funds were released from escrow, to the Partnership. The
Partnership sold units throughout the remainder of 1988, and had raised
$1,362,000 in gross proceeds or $1,219,262 net of syndication costs and sales
commissions as of December 31, 1988. As of December 31, 1989, gross proceeds
from sales of partnership units totaled $2,061,000 or $1,823,953 net of
syndication costs and sales commissions.
In reading the discussion of operations, the reader should understand that
the Partnership has a 100% interest in an office building in Santa Ana,
California, and a 10% interest in a commercial building in San Marcos,
California. The results of the Partnership's operations have been dominated by
the results of operations for the Santa Ana building; thus, the discussion of
the Partnership's results of operations will emphasize the operations of that
building.
Due to the recurring losses from operations and a net capital deficiency of
$800,058 at December 31, 1995, the Partnership's independent certified public
accountants have included an explanatory paragraph in their report stating that
these factors raise substantial doubt as to Partnership ability to continue as a
going concern.
From 1992 to 1994, the overall operations of the Partnership gradually
improved; however, the Partnership continued to generate unacceptable net losses
and negative cash flows. (These negative cash flows first started appearing in
calendar 1991). For example, the net loss for 1993 of $123,357 was $17,737
(13%) less than the $141,094 net loss for 1992, while the negative cash flow
(net loss excluding depreciation and amortization) dropped from $70,738 to
$54,276--a $16,462 (23%) decrease. Progress continued in 1994, with the net
loss of $115,143 that year being $8,214 (7%) less than that for 1993, and the
negative cash flow dropping to $47,779--a $6,497 (12%) decrease from 1993's
level. Despite these improvements, the fact remained that the Partnership's
operations were still insufficient to support the Company without cooperation
from the General Partner in deferring collection of various management fees,
interest expense, and overhead cost allocations.
<PAGE>
ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONT.)
1995 was a turning point in terms of the viability of the Partnership.
Although the general economy in which the Santa Ana building is located was
generally poor from 1990 to 1994, the operations of the Partnership's building
were still somewhat stable (if not overly profitable) as explained above.
However, in December of 1994, the County of Orange (in which the Santa Ana
Building is located) declared bankruptcy due to large losses in connection with
unauthorized derivative and bond investment activity. The County's problems had
a trickle down effect on the entire area as a large number of small businesses
dependent upon County purchases went out of business or moved away. This put
further pressure on all commercial property owners to further lower rents to
attract or retain tenants. The Partnership saw the negative cash flow
situation on the Santa Ana building worsen as a result of these problems. On
July 31, 1995, at the Partnership's request, the holder of the first deed of
trust on the Santa Ana property agreed to provide relief to the Partnership by
deferring collection of debt payments due on the loan for September 1995 to
January 1996. The General Partner used this opportunity to improve the
liquidity of the Partnership, and to allow for the implementation of necessary
capital improvements to the Property. However, the relief offered by the lender
in the latter part of 1995 was not sufficient to improve the operating results
for the Partnership. Largely as a result of the economic problems in Orange
County, the net loss from operations for the Partnership increased to $189,168--
a $74,025 (64%) increase in loss. Cash basis loss (net loss from operations
less depreciation expense) increased from $47,779 to $122,772--a $74,993 (157%)
increase. In addition, during the fourth quarter, despite the Partnership's
best efforts to enhance the value of the property with tenant improvements and
greater occupancy, it was determined that the surrounding economic conditions of
the area dictated a thorough review of the carrying value of the property.
Using recent comparative building sales data for the general area in which the
building is located, it was determined that a $1,912,727 impairment loss in the
value of the building should be recorded on the Partnership's Statement of Loss
for 1995. This loss is unrealized, and thus does not flow through to the
partners for tax purposes, and may not flow through until the ParkCenter Office
Building is sold or otherwise disposed of. This allowance, in itself, does not
directly affect the liquidity of the Partnership, which as previously set forth,
is extremely poor. This impairment in value means that the equity of the
Partnership is now a deficit, and the sale of the Santa Ana property would
probably result in less proceeds than what is currently outstanding on the first
deed of trust attached to the building.
<PAGE>
ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONT.)
In February 1996, the Partnership failed to make the first payment due
following the debt relief period granted by the holder of the first deed of
trust. The Partnership again approached the holder of the first deed of trust
to attempt to obtain additional debt relief. The holder of the note declined to
provide additional relief, and demanded immediate payment of the installment due
to prevent immediate foreclosure of the property. The Partnership met this
demand and default provisions were not instituted. The Partnership projects
that additional cash advances will be necessary from the General Partner, or one
of its affiliates, in order to prevent an additional liquidity crisis in April
1996 when property taxes become due on the property. The General Partner has
made no commitment at this time concerning the availability of future cash
advances to the Partnership. The Partnership will continue to seek relief from
the debt holder, while at the same time seeking to enhance the value of the
property by increasing occupancy and contracting long term leases. Failure to
obtain additional funding from the General Partner, relief from the lender, or
significantly improved operations could result in the eventual loss of the
building through foreclosure proceedings.
During the year ended December 31, 1995, the Partnership did not make
distributions to limited partners or pay General Partner management fees, in an
attempt to rebuild cash reserves. Distributions are determined by management
based on cash flow and the liquidity position of the Partnership.
Management uses cash as its primary measure of a partnership's liquidity. The
amount of cash that represents adequate liquidity for a real estate limited
partnership depends on several factors. Among them are:
1. Relative risk of the partnership;
2. Condition of the partnership's properties;
3. Time in the partnership's life cycle (e.g., money-raising,
acquisition, operating or disposition phase); and
4. Partner distributions.
<PAGE>
ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONT.)
Due to the large amount of vacancies, general economic problems in the area,
and an increase in maintenance and repair expenses at the Santa Ana Property,
the 3% reserve remained depleted during 1995. In addition, the General Partner
has made loans to the Partnership and deferred collection of miscellaneous
amounts owed to it by the Partnership. For this reason, there were no
distributions made to the limited partners during the year. It is the
Partnership's intention to eliminate partner distributions until such time as
the reserves are built back up to acceptable levels and various deferred
liabilities due to the Advisor and its affiliates are paid. It is uncertain at
this point how long it will take the Partnership to rebuild cash reserves and
operate profitably on a cash basis; however, the possibility of partners
receiving future cash distributions or a significant portion of their original
investment back is considered remote. The Partnership's ability to meet cash
requirements in the short-run is dependent upon the willingness of the General
Partner and its affiliates to defer collection of amounts due for property
management fees and overhead allocations, advance cash as needed for ongoing
operating expenses, and the stabilization of the tenant base and rental rates at
the Santa Ana property. The ability of the General Partner to make advances to
the Partnership is dependent upon the liquidity of the Parent company of the
General Partner. The General Partner is a wholly owned subsidiary of Associated
Financial Group (the "Parent"), which consolidated, as of December 31, 1995, had
$6.2 million in assets, $2.1 million in cash and cash equivalents, and $3.3
million in equity, and had net income of $.2 million for the year ended December
31, 1995. In addition, the General Partner must be willing to make advances,
and as of December 31, 1995, the General Partner has no future commitments to do
so.
In the long run, the Partnership's cash requirements will be further
affected by the need to pay off the Deed of Trust that secures the Santa Ana
property. This note is due on January 1, 2000, and is projected to have a
balance of approximately $1,550,000 at that time. A sale or refinance of the
property will be necessary prior to that date.
The San Marcos property has no debt financing and their are currently no plans
by the Partnership or Associated Planners Realty Income Fund to seek financing
on that jointly owned property. In the short-term, the fact that this property
has a quality tenant and operates under a triple net lease, allows the
Partnership to collect a nominal amount of cash from the operations of this
Property. In the long-run, the Partnership expects to benefit from the sale of
this property when it is sold. The General Partner anticipates that the San
Marcos property will be sold prior to the year 2000.
The condition of the properties is relatively good, therefore there are no
unusually large capital improvements or repair costs that would severely
deplete the cash reserves.
<PAGE>
ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONT.)
As previously discussed, the Partnership has a 10% interest in a building in
San Marcos, California. Subsequent to year-end, the building was leased to a
tenant at a rate 70% of the previous rental rate. Because the Partnership has
such a small percentage interest in this property, the decrease in rent results
in only a $750 per month decrease in cash flow. This particular decrease is not
expected to have a material impact on operations.
The Tax Reform Acts of 1986 and 1987 and the Revenue Reconciliation Acts of 1990
and 1993 did not have a material impact on the Partnership's operations.
During the years of the Partnership's existence, inflationary pressures in
the U.S. economy have been minimal, and this has been consistent with the
experience of the Partnership in operating rental real estate in California.
The Partnership has several clauses in its leases with some of its properties'
tenants that will help alleviate some of the negative impact of inflation.
However, the lack of inflation is hurting the Partnership due to the stagnation
of office rental rates.
There are currently no plans for any material renovation, improvement or
further development of the properties.
RESULTS OF OPERATIONS - 1995 VS. 1994
Operations for the years ended December 31, 1995 and 1994 reflect full years
of rental activities for the Partnership's properties. For the year ended
December 31, 1995, the return on funds invested in property was (1.8%) vs. (.2%)
in calendar 1994.
As previously discussed, poor economic conditions resulted in a $27,729
(10.2%) decrease in rental revenue. As a result of the debt relief received,
interest expense increased $19,312 (11.4%). However, the provisions of the debt
relief did not require an increase in the use of cash as a result of this.
Operating expenses increased $24,027 (25.4%) due to increased maintenance
expenses incurred in order to improve the appearance of the Santa Ana Building.
The cash basis loss for 1995 was $122,772 vs. $47,779 in 1994. This $74,993
(157%) increase pushed the Partnership close to default on its ability to meet
its current loan and property tax obligations. As previously discussed,
continual support from the lender and/or the General Partner and its affiliates
will be necessary to avoid foreclosure of the Partnership's primary real estate
asset.
<PAGE>
ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONT.)
During the year ended December 31, 1995, $4,468 in cash was provided by
operating activities. This resulted from an increase in accounts payable of
$70,899 (primarily resulting from an increase in the deferral of payment of
amounts due to the General Partner and affiliates) plus the $71,954 increase in
accrued interest on notes payable (resulting from the relief the Partnership
received in making payments on the debt from September 1995 through January
1996), offset by the net cash basis loss of $122,772 from operations (net loss
plus depreciation expense and impairment loss), and the $16,409 net increase in
receivables and other assets (primarily work in progress pertaining to certain
capital improvements to the Santa Ana Building). There were no investing
activities during the year by the Partnership; in recent years, some cash had
been used for capital improvements to the properties. Financing activities
resulted in a use of cash of $10,125 in connection with the Partnership's debt
on the Santa Ana Building. Cash decreased a net $5,657 as a result of the net
cash used by operating activities and financing activities. As a result, the
net cash at the end of the year was zero.
The number of limited partnership units outstanding remained at 2,061.
RESULTS OF OPERATIONS - 1994 VS. 1993
Operations for the years ended December 31, 1994 and 1993 reflect full years
of rental activities for the Partnership's properties. For the year ended
December 31, 1994, the return on funds invested in property was (.2%) vs. (.1%)
in calendar 1993. As has been the case for several years, the Partnership
realized an overall cash basis net loss due to the administrative costs of
operating the Partnership (cash basis is net income plus an addback of
depreciation expense). Rental income fell $17,298 (6%) due to continuing rental
rate and occupancy problems at the Santa Ana Building. Of the $17,298 decrease
in rental revenue from 1993, we would estimate that $12,000 was due to increased
vacancy at the Santa Ana property, with the balance due to lower overall rental
rates in the area.
Operating expense decreased $22,400 (19%) as a result of less maintenance and
ongoing operating costs due to lower vacancy at the Santa Ana property and lower
property taxes due to some relief granted by the County of Orange in 1994.
The cash basis loss decreased from $54,276 in 1993 to $47,779 in 1994.
Although this did represent a $6,497 (12.0%) decrease, the viability of the
Partnership was dependent upon the General Partner and affiliates waiving
collection of certain fees and reimbursements that it was entitled to. Coupled
with prior year (1991-1993) losses, the cash loss for 1994 continued to put the
Partnership in a mode of extremely low liquidity.
<PAGE>
ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONT.)
During the year ended December 31, 1994, $9,443 in cash was used in operating
activities. This resulted from a net cash basis loss of $47,779 (net loss plus
depreciation expense), plus the $11,486 decrease in security deposits and
prepaid rents (primarily resulting decrease in occupancy from 85% in 1993 to 73%
in 1994), offset by a increase in accounts payable of $46,235 (primarily
resulting from an increase in the deferral of payment of amounts due to the
General Partner and affiliates), and the $3,887 net increase in receivables and
other assets (primarily work in progress pertaining to certain capital
improvements to the Santa Ana Building). There were no investing activities
during the year by the Partnership; in recent years, some cash had been used for
capital improvements to the properties. Financing activities resulted in a use
of cash of $14,464 in connection with the Partnership's debt on the Santa Ana
Building. Cash decreased a net $23,907 as a result of the net cash used by
operating activities and financing activities. As a result, the net cash at the
end of the year was $5,657.
The number of limited partnership units outstanding remained at 2,061.
<PAGE>
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
PAGE
Report of Independent Certified Public Accountants................ 16
Balance Sheets -- December 31, 1995 and 1994 ..................... 17
Statements of Loss for the years ended
December 31, 1995, 1994, and 1993 .......................... 18
Statements of Partners' Equity (Deficit) for the years ended
December 31, 1995, 1994, and 1993 .......................... 19
Statements of Cash Flows for the years ended
December 31, 1995, 1994 and 1993 ........................... 20
Summary of Accounting Policies .................................. 21-22
Notes to Financial Statements ................................... 23-28
<PAGE>
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
Associated Planners Realty Growth Fund
(a California limited partnership)
Los Angeles, California
We have audited the accompanying balance sheets of Associated Planners Realty
Growth Fund (a California limited partnership) as of December 31, 1995 and 1994
and the related statements of loss, partners' equity (deficit), and cash flows
for each of the three years in the period ended December 31, 1995. We have also
audited the schedules listed in the accompanying index. These financial
statements and schedules are the responsibility of the Partnership's management.
Our responsibility is to express an opinion on these financial statements and
schedules 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 and schedules are
free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements and
schedules. 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 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 Associated Planners Realty
Growth Fund (a California limited partnership), at December 31, 1995 and 1994,
and the results of its operations and its cash flows for each of the three years
in the period ended December 31, 1995 in conformity with generally accepted
accounting principles.
Also, in our opinion, the schedules present fairly, in all material respects,
the information set forth therein.
As discussed in Note 8 to the financial statements, the Partnership changed its
method of accounting for the impairment of long-lived assets in 1995.
The accompanying financial statements and schedules have been prepared assuming
that the Partnership will continue as a going concern. As discussed in the
summary of accounting policies, the Partnership has suffered recurring losses
from operations and has a net capital deficiency that raise substantial doubt
about its ability to continue as a going concern. Management's plans in regard
to these matters are also described in the summary of accounting policies. The
financial statements and schedules do not include any adjustments that might
result from the outcome of this uncertainty.
BDO SEIDMAN, LLP
Los Angeles, California
February 12, 1996
<PAGE>
<TABLE>
ASSOCIATED PLANNERS REALTY GROWTH FUND
BALANCE SHHETS
<CAPTION>
December 31, 1995 1994
<S> <C> <C>
ASSETS
Rental real estate, less accumulated
depreciation (Note 2) $1,285,445 $3,255,051
Cash and cash equivalents - 5,657
Accounts receivable - 4,724
Other receivables 26,329 -
Other assets 16,289 31,002
Total assets $1,328,063 $3,296,434
LIABILITIES AND PARTNERS' EQUITY (DEFICIT)
LIABILITIES
Bank overdraft $ 328 $ -
Accounts payable:
Trade 35,336 16,725
Related party (Note 4) 240,095 187,807
Note payable - related party (Note 4) 150,000 150,000
Security deposits and prepaid rent 25,977 25,181
Note payable (Note 5) 1,676,385 1,614,884
Total liabilities 2,128,121 1,994,597
PARTNERS' EQUITY (DEFICIT)
Limited partners:
$1,000 stated value per unit - authorized
10,000 units; issued and outstanding 2,061 (784,092) 1,296,785
General partners (15,966) 5,052
Total partners' equity (deficit) (800,058) 1,301,837
Total liabilities and partners' equity (deficit) $1,328,063 $3,296,434
</TABLE>
[FN]
See accompanying summary of accounting policies and notes to financial
statements.
<PAGE>
<TABLE>
ASSOCIATED PLANNERS REALTY GROWTH FUND
STATEMENTS OF LOSS
<CAPTION>
Years ended December 31, 1995 1994 1993
<S> <C> <C> <C>
REVENUES
Rental (Notes 2 and 3) $ 243,067 $270,796 $288,094
Interest 147 472 530
243,214 271,268 288,624
COSTS AND EXPENSES
Operating 118,523 94,496 116,896
Interest 188,998 169,686 170,849
General and administrative 58,465 54,865 55,155
Depreciation and amortization 66,396 67,364 69,081
Impairment loss (Note 2) 1,912,727 - -
2,345,109 386,411 411,981
NET LOSS $(2,101,895) $(115,143) $(123,357)
NET LOSS PER LIMITED PARTNERSHIP
UNIT (Note 6) $(1,009.64) $(55.31) $(59.25)
</TABLE>
[FN]
See accompanying summary of accounting policies and notes to financial
statements.
<PAGE>
<TABLE>
ASSOCIATED PLANNERS REALTY GROWTH FUND
STATEMENT OF PARTNERS EQUITY (DEFICIT)
<CAPTION>
Limited Partners
General
Total Units Amount Partner
<S> <C> <C> <C> <C>
BALANCE, January 1, 1993 $1,540,337 2,061 $1,532,899 $7,438
Net loss for the year (123,357) - (122,122) (1,235)
BALANCE, December 31, 1993 1,416,980 2,061 1,410,777 6,203
Net loss for the year (115,143) - (113,992) (1,151)
BALANCE, December 31, 1994 1,301,837 2,061 1,296,785 5,052
Net loss for the year (2,101,895) - (2,080,877) (21,018)
BALANCE, December 31, 1995 $(800,058) 2,061 $(784,092) $(15,966)
</TABLE>
[FN]
See accompanying summary of accounting policies and notes to financial
statements.
<PAGE>
<TABLE>
ASSOCIATED PLANNERS REALTY GROWTH FUND
STATEMENTS OF CASH FLOW
<CAPTION>
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
Years ended December 31, 1995 1994 1993
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $(2,101,895) $(115,143) $(123,357)
Adjustments to reconcile net
loss to net cash used in operating
activities:
Depreciation and amortization 66,396 67,364 69,081
Accrued interest on note payable 71,954 - -
Impairment loss 1,912,727 - -
Increase (decrease) from changes in:
Accounts receivable 4,724 (2,189) 2,996
Other receivables and assets (21,133) 6,076 (2,512)
Accounts payable 70,899 46,235 33,669
Security deposits and prepaid rent 796 (11,786) 432
Net cash provided by (used in)
operating activities 4,468 (9,443) (19,691)
CASH FLOWS USED IN INVESTING ACTIVITIES
Additions to rental real estate - - (3,519)
CASH FLOWS FROM FINANCING ACTIVITIES
Bank overdraft 328 - -
Decrease in note payable (10,453) (14,464) (13,125)
Proceeds from note payable -
related party - - 50,000
Net cash provided by (used in)
financing activities (10,125) (14,464) 36,875
NET INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS (5,657) (23,907) 13,665
CASH AND CASH EQUIVALENTS,
beginning of year 5,657 29,564 15,899
Cash and cash equivalents, end of year $ - $ 5,657 $29,564
</TABLE>
[FN]
See accompanying summary of accounting policies and notes to financial
statements.
<PAGE>
ASSOCIATED PLANNERS REALTY GROWTH FUND
SUMMARY OF ACCOUNTING POLICIES
BUSINESS Associated Planners Realty Growth Fund (the
"Partnership"), a California limited partnership, was
formed on March 9, 1987 under the Revised Limited
Partnership Act of the State of California. The
Partnership met its minimum funding of $1,200,000 on
August 29, 1988 and terminated its offering on September
5, 1989. The Partnership was formed to acquire income-
producing real property throughout the United States with
emphasis on properties located in California and
southwestern states. The Partnership intends to purchase
such properties by borrowing up to an aggregate of fifty
percent of the purchase price of such properties and
intends to own and operate such properties for investment
over an anticipated holding period of approximately five
to ten years.
BASIS OF The financial statements do not give effect to any assets
PRESENTATION that the partners may have outside of their interest in
the partnership, nor to any personal obligations,
including income taxes, of the partners.
The Partnership's financial statements for the year ended
December 31, 1995 have been prepared on a going concern
basis which contemplates the realization of assets and
the settlement of liabilities and commitments in the
normal course of business. The Partnership has suffered
recurring losses from operations and has a net capital
deficiency of $800,058 at December 31, 1995. The
deficiency is attributable to a $1,912,727 impairment
loss recognized on the difference between the carrying
amount of rental real estate and the fair value less cost
to sell. The Partnership plans to seek relief from the
debt holder, while at the same time seeking to enhance
the value of the property by increasing occupancy and
contracting long-term leases. Failure to obtain
additional funding from the General Partner, relief from
the lender, or significantly improved operations could
result in the eventual loss of the building through
foreclosure proceedings.
<PAGE>
ASSOCIATED PLANNERS REALTY GROWTH FUND
SUMMARY OF ACCOUNTING POLICIES
RENTAL REAL Assets are stated at cost. Depreciation is computed
ESTATE AND using the straight-line method over estimated useful
DEPRECIATION lives ranging from 31.5 to 40 years for financial
reporting and income tax reporting purposes.
In the event that facts and circumstances indicate that
the cost of an asset may be impaired, an evaluation of
recoverability would be performed. If an evaluation is
required, the estimated future undiscounted cash flows
associated with the asset would be compared to the
carrying amount to determine if a write-down to market
value is required.
LOAN ORIGINATION Loan origination fees are capitalized and amortized over
FEES the life of the loan.
LEASE COMMISSIONS Lease commissions which are paid to real estate brokers
for locating tenants are capitalized and amortized over
the life of the lease.
RENTAL REVENUE Rental revenue is recognized on a straight-line basis to
the extent that rental revenue is deemed collectible.
STATEMENTS OF For purposes of the statements of cash flows, the
CASH FLOWS Partnership considers cash in the bank and all highly
liquid investments purchased with original maturities of
three months or less to be cash and cash equivalents.
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 reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the
date of the financial statements and the reported amounts
of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
<PAGE>
ASSOCIATED PLANNERS REALTY GROWTH FUND
NOTES TO FINANCIAL STATEMENTS
1. NATURE OF The Partnership began accepting subscriptions in October
PARTNERSHIP 1987 and closed the offering on September 5, 1989. The
Partnership began operations in September 1988.
Under the terms of the partnership agreement, the General
Partners (West Coast Realty Advisors, Inc., and W. Thomas
Maudlin, Jr.) are entitled to cash distributions from 10%
to 15%. The General Partners are also entitled to net
income (loss) allocations varying from 1% to 15% in
accordance with the partnership agreement. Further, the
General Partners will receive acquisition fees for locat-
ing and negotiating the purchase of rental real estate,
management fees for operating the Partnership and a
commission on the sale of the partnership properties.
2. RENTAL REAL The Partnership owns the following two rental real estate
ESTATE properties, one wholly-owned and the second, a 10%
undivided interest:
Acquisition
Location
(Property Name) Date Purchased Cost
Santa Ana,
California November 17, 1989 $3,228,102
San Marcos,
California January 9, 1990 311,878
The major categories of rental real estate are:
December 31, 1995 1994
Land $519,777 $1,349,900
Buildings and improvements 806,468 2,241,600
1,326,245 3,591,500
Less accumulated
depreciation 40,800 336,449
Rental real estate, net $1,285,445 $3,255,051
<PAGE>
ASSOCIATED PLANNERS REALTY GROWTH FUND
NOTES TO FINANCIAL STATEMENTS
2. RENTAL REAL A significant portion of the Partnership's rental revenue
ESTATE was earned from tenants whose individual rents represent
(CONTINUED) more than 10% of total rental revenue. Specifically:
Two tenants accounted for 14% and 41% in 1995;
Two tenants accounted for 11% and 43% in 1994;
Two tenants accounted for 11% and 43% in 1993.
During 1995, the property tax assessment on the Santa
Ana, California office building was significantly
reduced. It is the intention of the General Partner to
sell the Santa Ana property when it is reasonably
feasible. The Partnership determined that the total
expected future cash flows from operations and
disposition of the property are less than the carrying
value of the property. Therefore the property was deemed
to be impaired. As a result, an impairment loss of
$1,912,727 was recorded, measured as the amount by which
the carrying amount of the asset exceeded its fair value
less cost to sell. Fair value was determined based on
comparable sales. The Partnership intends to continue to
annually assess the carrying values of its long-lived
assets.
3. FUTURE As of December 31, 1995, future minimum rental income
MINIMUM under existing leases, excluding month to month rental
RENTAL INCOME agreements, that have remaining noncancelable terms in
excess of one year are as follows:
Amount
1996 $179,124
1997 48,930
1998 10,383
$238,437
Future minimum rental income does not include lease
renewals or new leases that may result after a
noncancelable lease expires.
<PAGE>
ASSOCIATED PLANNERS REALTY GROWTH FUND
NOTES TO FINANCIAL STATEMENTS
4. RELATED PARTY (a) In accordance with the partnership agreement,
TRANSACTIONS compensation earned by or services reimbursed to the
corporate General Partner consisted of the following:
Years ended December 31, 1995 1994 1993
Administrative services:
Data processing $5,645 $5,680 $5,669
Postage 710 640 662
Investor processing 2,258 2,272 2,268
Duplication 1,129 1,136 1,134
Investor communications 1,693 1,704 1,701
Miscellaneous 565 568 566
$12,000 $12,000 $12,000
(b) The Partnership owns a 10% undivided interest in the
property located in San Marcos, California. The 90%
interest is owned by Associated Planners Realty Income
Fund, an affiliate.
(c) Property management fees incurred in accordance with
the partnership agreement with West Coast Realty
Management, Inc., totaled $10,393, $12,045 and $12,422
for the years ended December 31, 1995, 1994 and 1993.
(d) The Partnership has a note payable of $150,000 at
December 31, 1995 and December 31, 1994 which is payable
on demand to the corporate General Partner and bears
interest of 7.5%.
<PAGE>
ASSOCIATED PLANNERS REALTY GROWTH FUND
NOTES TO FINANCIAL STATEMENTS
(e) Related party accounts payables are as follows:
December 31, 1995 1994
Associated Planners Realty Income Fund $ - $ 2,173
West Coast Realty Advisors 108,408 73,158
West Coast Realty Management 81,056 70,663
Associated Financial Group, Inc. 50,631 41,813
$ 240,095 $187,807
<PAGE>
ASSOCIATED PLANNERS REALTY GROWTH FUND
NOTES TO FINANCIAL STATEMENTS
5. NOTE PAYABLE The Partnership has a 9.75% promissory note payable
secured by a Deed of Trust. This note is due January 1,
2000, and provides significant prepayment penalties.
Payments are made in monthly installments of $15,088
including principal and interest. The outstanding
balance is $1,676,385 and $1,614,884 at December 31, 1995
and 1994.
The carrying amount is a reasonable estimate of fair
value of notes payable because the interest rates
approximate the borrowing rates currently available for
mortgage loans with similar terms and average maturities.
The aggregate annual future maturities at December 31,
1995 are as follows:
Amount
1996 $16,811
1997 20,129
1998 22,182
1999 24,443
2000 1,592,820
Total $1,676,385
6. NET LOSS The Net Loss per Limited Partnership Unit was computed in
AND CASH accordance with the partnership agreement using the
DISTRIBUTIONS weighted average number of outstanding Limited
PER LIMITED Partnership Units of 2,061 for 1995, 1994 and 1993.
PARTNERSHIP
UNIT No distributions were made in 1995, 1994 or 1993.
7. FOURTH In the fourth quarter of 1995 the Partnership recorded an
QUARTER adjustment to the carrying value of rental real estate to
ADJUSTMENT recognize an impairment loss of $1,912,727 as discussed
in Note 2.
<PAGE>
ASSOCIATED PLANNERS REALTY GROWTH FUND
NOTES TO FINANCIAL STATEMENTS
8. SUPPLEMENTAL Cash paid during the years ended December 31, 1995, 1994
DISCLOSURES and 1993 for interest was $117,044, $168,731 and
OF CASH FLOW $159,565.
INFORMATION
Noncash investing and financing activities:
Notes payable was increased by $71,954 of accrued
interest relating to a deferral of loan payments during
1995.
9. NEW Statement of Financial Accounting Standards No. 121,
ACCOUNTING "Accounting for the Impairment of Long-Lived Assets and
PRONOUNCE- for Long-Lived Assets to Be Disposed of" (SFAS No. 121)
MENTS issued by the Financial Accounting Standards Board (FASB)
is effective for financial statements for fiscal years
beginning after December 15, 1995. The new standard
establishes new guidelines regarding when impairment
losses on long-lived assets, which include plant and
equipment, and certain identifiable intangible assets,
should be recognized and how impairment losses should be
measured. The Partnership has elected the early adoption
of SFAS No. 121. An impairment loss of $1,912,727 was
recorded in the statement of loss for the year ended
December 31, 1995.
<PAGE>
<TABLE>
SCHEDULE III - REAL ESTATE AND ACCUMUALTED DEPRECIATION
Information required by Rule 12-28 is as follows:
<CAPTION>
Gross Amount
Initial at which Carried Life (Years)
Cost at Close of period on which
Cost Depreciation
Capitalized Year is Computed
Improve- Improve- Improve- Total Accumulated Construction Date Building &
Description Emcumbrances Land ments ments Land ments Cost Depreciation Completed Acquired Improvements
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Parkcenter
Office
Building, Santa
Ana, California 1,676,385 1,265,000 1,963,102 51,520 438,942 575,425 1,014,367 - 1978 11/89 31.5 / 40
Industrial
Building
San Marcos,
California - 80,835 231,043 - 80,835 231,043 311,878 40,800 1986 1/90 31.5 / 40
TOTAL 1,676,385 1,345,835 2,194,145 51,520 519,777 806,468 1,326,245 40,800
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <S> <C>
A reconciliation of accumulated A reconciliation of
depreciation is as follows: cost is as follows:
Balance at December 31, $203,613 Balance at December 31, $3,587,981
1992............................. 1992....................
............ ..................
1993 Additions 66,401 1993 Additions 3,519
................................. ........................
................................ ........................
.................
Balance at December 31, 270,014 Balance at December 31, 3,591,500
1993............................. 1993....................
............ .....................
1994 Additions 66,435 1994 Additions -
................................. ........................
................................ ........................
.................
Balance at December 31, 1994 336,449 Balance at December 31, 3,591,500
................................. 1994
....... ........................
................
1995 Additions 66,396 1995 Additions 9,517
................................. ........................
................................ ........................
.................
Cost Adjustment (362,045) Impairment Loss (1,912,727)
................................. ........................
............................. ........................
..
Balance at December 31, 1995 $40,800 Cost Adjustment (362,045)
................................. ........................
....... ........................
.
Balance at December 31, $1,326,245
1995
........................
................
</TABLE>
<PAGE>
<TABLE>
SCHEDULE IV - MORTGAGE LOANS ON REAL ESTATE
Information required by Rule 12-29 as follows:
<CAPTION>
Final Periodic Delinquent
Interest Maturity Payment Prior Face Carrying Principal/
Description Rate Date Terms Liens Amount Amount Interest
<S> <C> <C> <C> <C> <C> <C> <C>
Balloon
Payment
Office Building Due @
Maturity;
Santa Ana, CA 9.75% 1/1/2000 Equal None $1,675,000 $1,676,385 None
Monthly
First Deed of Payments of
Trust Interest
and
Principal;
Singnifcant
Prepayment
Penalties
</TABLE>
A reconciliation of mortgage loans
payable for the year ended
December 31, 1993, 1994, 1995
follows:
Balance at December 31, 1992 $1,642,473
..................................
1993 Additions -
1993 Paydowns (13,125)
..................................
...............................
Balance at December 31, 1993 1,629,348
..................................
......
1994 Additions -
1994 Paydowns (14,464)
..................................
...............................
Balance at December 31, 1994 1,614,884
..................................
......
1995 Additions 71,954
1995 Paydowns (10,453)
..................................
...............................
Balance at December 31, 1995 $1,676,385
..................................
......
<PAGE>
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE
None.
<PAGE>
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The Partnership is managed by the General Partner and the Limited Partners
have no right to participate in the management of the Partnership or its
business.
Resumes of the General Partners' principal officers and directors and a
description of the General Partner are set forth in the following paragraphs.
WEST COAST REALTY ADVISORS, INC.
West Coast Realty Advisors, Inc. ("WCRA") is a California corporation
formed on May 10, 1983 for the purpose of structuring real estate programs and
to act as general partner of such programs. It is a subsidiary of Associated
Financial Group, Inc.
PHILIP N. GAINSBOROUGH (Born 1938) is Chairman and a Director of West Coast
Realty Advisors, Inc. He is also currently the President of Associated
Financial Group, Inc., Associated Securities Corp., Associated Planners
Insurance Services, Inc., and Associated Planners Investment Advisory, Inc. In
addition, from January 1981 to the present, he has served as President of
Gainsborough Financial Consultants, Inc., a financial planning firm located in
Los Angeles, California. From January 1981 to December 1982, Mr. Gainsborough
served as a Registered Principal of Private Ledger Financial Services, Inc.
From January 1977 to December 1980, he was employed by E.F.Hutton & Co. as a
Registered Representative.
W. THOMAS MAUDLIN JR. (Born 1936) is a Director and President of West Coast
Realty Advisors, Inc. ("WCRA"). He is also co-General Partner (with WCRA) of
the Partnership. Mr. Maudlin has been active in the real estate area for over
30 years, serving as co-developer of high-rise office buildings and
condominiums. He has structured transactions for syndicators in apartment
housing, including sale leasebacks, all-inclusive trust deeds, buying and
restructuring transactions to suit a particular buyer, and as a buyer acting as
a principal. Mr. Maudlin was co-developer of the Gateway Los Angeles office
building, a 165,000 square foot, fourteen-story office building located in West
Los Angeles. Form 1980 to 1985, in partnership with the Muller Company, he
developed eleven acres in San Bernardino which included a 42,000-square foot
office building, a six-plex movie theater and two restaurants. From 1980 to
1985, Mr. Maudlin was involved in building in San Bernardino, California, a 134-
unit condominium development, a shopping center, and a restaurant in Ventura.
He is a graduate of the University of Southern California.
<PAGE>
WILLIAM T. HAAS (Born 1946 ) is a Director and Executive Vice
President/Secretary of West Coast Realty Advisors, Inc., Associated Planners
Insurance Services, Associated Securities Corp., and Associated Planners
Investment Advisory, Inc. He is also Executive Vice President/Secretary and
Director of Associated Financial Group, Inc. Mr. Haas has been affiliated with
various Associated companies since 1982. From December 1977 to December 1982,
Mr. Haas was employed by the National Association of Securities Dealers, Inc. in
various capacities, including that of Supervisor of Examiners. From 1968 to
1977, he was associated with Merrill Lynch as a branch office operations
manager, and in the home office Operations Liaison department.
MICHAEL G. CLARK (Born 1956) is Senior Vice President/Treasurer of West
Coast Realty Advisors, Inc., Associated Financial Group, Inc., and Associated
Securities Corp. Prior to joining AFG in 1986, he served as Controller for
Quest Resources, a Los Angeles-based syndicator and operator of alternative
energy projects, from October 1984 to March 1986, and Assistant Controller for
Valley Cable T.V., from March 1982 through September 1984. In addition, Mr.
Clark served as an auditor for Arthur Young & Co. in Los Angeles, from July 1978
to March 1982. He is a graduate of the University of California, Santa Barbara
(BA) and California State University, Northridge (MS).
ITEM 11. EXECUTIVE COMPENSATION
During its last calendar year, the Registrant paid no direct or indirect
compensation to directors, officers, or employees of the General Partner.
The Registrant has no annuity, pension or retirement plans, or existing
plan or arrangement pursuant to which compensatory payments are proposed to be
made in the future to directors or officers.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT
The Registrant is a limited partnership and has no officers or directors.
The Registrant has no outstanding securities possessing general voting rights.
No person owns of record, or is known by the Registrant to own beneficially,
five percent or more of its units of limited partnership interest.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The Registrant was organized in March 1987 as a California Limited
Partnership. Its General Partners (collectively referred to herein as the
"General Partner") are West Coast Realty Advisors, Inc., and W. Thomas Maudlin
Jr., an individual. The Registrant has no executive officers or directors.
Philip N. Gainsborough, an officer of the General Partner, made an original
limited partnership contribution to the Partnership in March 1987, which was
subsequently paid back to him in September 1988 when the Partnership met its
minimum funding requirement. The General Partner and its affiliates will
receive compensation from the Partnership for the following services rendered:
<PAGE>
1. For Partnership management services rendered to the Partnership, the
General Partner is entitled to receive up to 10% of all distributions of cash
from operations. For the year ended December 31, 1995, no distributions were
made to the General Partner. In addition, the General Partner is entitled to
reimbursement for the cost of certain personnel employed in the organization of
the Partnership, and certain administrative services performed by the General
Partner. During the year ended December 31, 1995, the Partnership incurred
$12,000 for these services, payable to the General Partner.
2. For property management services, the General Partner engaged West
Coast Realty Management, Inc. ("WCRM"), an affiliate of the General Partner.
During the year ended December 31, 1995, the Partnership incurred property
management fees of $10,393 payable to WCRM.
3. The General Partner received a 1% allocation of net loss. For the year
ended December 31, 1995, this resulted in a $21,018 allocation of net loss.
4. At December 31, 1995 the Partnership had a note payable to the General
Partner of $150,000, bearing an interest rate of 7/ % and payable upon demand.
On December 31, 1995, the Partnership was indebted to the General Partner for
$258,408.
<PAGE>
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS
ON FORM 8-K
(a) 1. FINANCIAL STATEMENTS
The following financial statements of Associated Planners Realty Growth
Fund, a California Limited Partnership, are included in PART II, ITEM 8:
PAGE
Report of Independent Certified Public Accountants................... 16
Balance Sheets -- December 31, 1995 and 1994 ........................ 17
Statements of Loss for the years ended
December 31, 1995, 1994, and 1993 .............................. 18
Statements of Partners' Equity (Deficit) for the years ended
December 31, 1995, 1994, and 1993 .............................. 19
Statements of Cash Flows for the years ended
December 31, 1995, 1994 and 1993 ............................... 20
Summary of Accounting Policies ...................................... 21-22
Notes to Financial Statements ....................................... 23-28
2. FINANCIAL STATEMENT SCHEDULES
Schedule III --Real Estate and Accumulated Depreciation ............. 29
Schedule IV --Mortgage Loans on Real Estate ......................... 30
All other schedules have been omitted because they are either not required,
not applicable or the information has been otherwise supplied.
(b) REPORTS ON FORM 8-K
NONE
(c) EXHIBITS
NONE
<PAGE>
SIGNATURES
Pursuant to the requirements of the 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.
ASSOCIATED PLANNERS REALTY GROWTH FUND
A California Limited Partnership
(Registrant)
W. THOMAS MAUDLIN JR.
(A General Partner)
By: WEST COAST REALTY ADVISORS, INC.
(A General Partner)
WILLIAM T. HAAS
(Director and Executive Vice President/Secretary)
MICHAEL G. CLARK
(Vice President/Treasurer)
April 1, 1996
[ARTICLE] 5
[CIK] 0000814077
[NAME] ASSOCIATED PLANNERS REALTY GROWTH FUND
<TABLE>
<S> <C> <C>
[PERIOD-TYPE] 12-MOS
[FISCAL-YEAR-END] DEC-31-1995
[PERIOD-START] JAN-01-1995
[PERIOD-END] DEC-31-1995
[CASH] (328)
[SECURITIES] 0
[RECEIVABLES] 26,329
[ALLOWANCES] 0
[INVENTORY] 0
[CURRENT-ASSETS] 42,618
[PP&E] 1,326,245
[DEPRECIATION] (40,800)
[TOTAL-ASSETS] 1,328,063
[CURRENT-LIABILITIES] 61,313
[BONDS] 1,826,385
[PREFERRED-MANDATORY] 0
[PREFERRED] 0
[COMMON] 0
[OTHER-SE] (800,058)
[TOTAL-LIABILITY-AND-EQUITY] 1,328,063
[SALES] 243,067
[TOTAL-REVENUES] 243,214
[CGS] 243,384
[TOTAL-COSTS] 243,384
[OTHER-EXPENSES] 0
[LOSS-PROVISION] 1,912,727
[INTEREST-EXPENSE] 188,998
[INCOME-PRETAX] 0
[INCOME-TAX] 0
[INCOME-CONTINUING] 0
[DISCONTINUED] 0
[EXTRAORDINARY] 0
[CHANGES] 0
[NET-INCOME] (2,101,895)
[EPS-PRIMARY] (1,009.64)
[EPS-DILUTED] (1,009.64)
</TABLE>
