<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
For the quarterly period ended March 31, 1996
-------------------------
[_] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from to
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Commission file number 0-17576
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WINDSOR PARK PROPERTIES 6, A CALIFORNIA LIMITED PARTNERSHIP
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(Exact name of small business issuer as specified in its charter)
California 33-0299846
- ------------------------------- ---------------------------------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
120 W. Grand Avenue, Suite 202, Escondido, California 92025
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(Address of principal executive offices)
(619) 746-2411
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(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
Yes [x] No [_]
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1
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TABLE OF CONTENTS
PART I
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<TABLE>
<CAPTION>
Page
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<C> <S> <C>
Item 1. Financial Statements 3
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8
PART II
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Item 6. Exhibits and Reports on Form 8-K 10
</TABLE>
SIGNATURE
2
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WINDSOR PARK PROPERTIES 6
-------------------------
(A California Limited Partnership)
BALANCE SHEET
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(unaudited)
<TABLE>
<CAPTION>
March 31,1996
-----------------
<S> <C>
ASSETS
- ------
Property held for investment:
Land $ 508,800
Buildings and improvements 3,378,700
Fixtures and equipment 20,000
-----------------
3,907,500
Less accumulated depreciation (1,138,400)
-----------------
2,769,100
Investments in joint ventures 5,640,800
Cash and cash equivalents 498,500
Deferred financing costs 67,400
Other assets 61,900
-----------------
$ 9,037,700
=================
LIABILITIES AND PARTNERS' EQUITY
- --------------------------------
Liabilities:
Mortgage note payable $ 1,340,000
Accounts payable 2,100
Accrued expenses 50,000
Tenant deposits and other liabilities 58,800
-----------------
1,450,900
-----------------
Partners' equity:
Limited partners 7,775,500
General partners (188,700)
-----------------
7,586,800
-----------------
$ 9,037,700
=================
</TABLE>
See accompanying notes to financial statements
3
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WINDSOR PARK PROPERTIES 6
----------------------------------
(A California Limited Partnership)
STATEMENTS OF OPERATIONS
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(unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
1996 1995
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<S> <C> <C>
REVENUES
- --------
Rent and utilities $ 135,600 $ 121,500
Equity in earnings of joint ventures 71,400 70,300
Interest 6,800 2,800
Other 8,200 4,600
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222,000 199,200
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COSTS AND EXPENSES
- ------------------
Property operating 68,400 68,200
Depreciation and amortization 43,100 42,600
Interest 30,700
General and administrative:
Related parties 19,100 18,300
Other 11,200 17,300
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172,500 146,400
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Net income $ 49,500 $ 52,800
============ ============
Net income - general partners $ 500 $ 500
============ ============
Net income - limited partners $ 49,000 $ 52,300
============ ============
Net income per limited partnership unit $ 0.16 $ 0.18
============ ============
</TABLE>
See accompanying notes to financial statements.
4
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WINDSOR PARK PROPERTIES 6
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(A California Limited Partnership)
STATEMENTS OF CASH FLOWS
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(unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
1996 1995
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<S> <C> <C>
Cash flows from operating activities:
Net income $ 49,500 $ 52,800
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 43,100 42,600
Equity in earnings of joint ventures (71,400) (70,300)
Joint ventures' cash distributions 71,400 70,300
Amortization of deferred financing costs 2,600
Changes in operating assets and liabilities:
Other assets 9,400 10,600
Accounts payable (6,400) (8,200)
Accrued expenses 1,800 1,500
Tenant deposits and other liabilities (11,400) (2,400)
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Net cash provided by operating activities 88,600 96,900
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Cash flows from investing activities:
Joint ventures' cash distributions 64,600 40,900
Increase in property held for investment (3,700) (33,700)
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Net cash provided by investing activities 60,900 7,200
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Cash flows from financing activities:
Cash distributions (303,000) (151,500)
Repurchase of limited partnership units (900) (800)
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Net cash used in financing activities (303,900) (152,300)
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Net decrease in cash and cash equivalents (154,400) (48,200)
Cash and cash equivalents at beginning of period 652,900 252,900
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Cash and cash equivalents at end of period $ 498,500 $ 204,700
============= ============
Supplemental disclosure of cash flow information:
Cash paid during the period for:
Interest (none capitalized) $ 28,900 $ --
============= ============
</TABLE>
See accompanying notes to financial statemtents.
5
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WINDSOR PARK PROPERTIES 6
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(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
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NOTE 1. BASIS OF PRESENTATION
---------------------
The balance sheet at March 31, 1996 and the related statements of operations and
of cash flows for the three months ended March 31, 1996 and 1995 are unaudited.
However, in the opinion of the General Partners, they contain all adjustments,
of a normal recurring nature, necessary for a fair presentation of such
financial statements. Interim results are not necessarily indicative of results
for a full year.
The financial statements and notes are presented as permitted by Form 10-QSB and
do not contain certain information included in the Partnership's annual
financial statements and notes.
NOTE 2. INVESTMENTS IN JOINT VENTURES
-----------------------------
The Partnership's investments in joint ventures consist of undivided interests
in five manufactured home communities in 1996 and two manufactured home
communities in 1995. The combined condensed results of operations of these
properties for the three months ended March 31, 1996 and 1995 follows:
<TABLE>
<CAPTION>
1996 1995
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<S> <C> <C>
Total revenues $ 1,357,500 $ 453,600
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Expenses:
Property operating 608,500 208,300
Interest 362,100
Depreciation 208,200 95,800
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1,178,800 304,100
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Net income $ 178,700 $ 149,500
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</TABLE>
NOTE 3. NET INCOME PER LIMITED PARTNERSHIP UNIT
---------------------------------------
Net income per limited partnership unit is calculated based on the weighted
average number of limited partnership units outstanding during the period and
the net income allocated to the Limited Partners. The weighted average number
of limited partnership units outstanding during the three months ended March 31,
1996 and 1995 was 297,109 and 298,547, respectively.
NOTE 4. RELATED PARTY TRANSACTIONS
--------------------------
The General Partners of the Partnership are The Windsor Corporation, a
California corporation, and John A. Coseo, Jr. (Mr. Coseo is also the
president, chief executive officer and the principal stockholder of The Windsor
Corporation.)
6
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The General Partners are entitled to receive various fees and compensation from
the Partnership which are summarized as follows:
Operational Stage
- -----------------
The net profits, losses and cash distributions of the Partnership during the
operational stage are allocated 99% to the Limited Partners and 1% to the
General Partners.
The Partnership reimburses The Windsor Corporation for certain direct expenses,
and employee, executive and administrative time, which are incurred on the
Partnership's behalf. The Partnership was charged $21,600 and $20,800 for such
costs during the three months ended March 31, 1996 and 1995, respectively.
These costs are included in property operating and general and administrative
expenses in the accompanying Statements of Operations.
Liquidation Stage
- -----------------
The General Partners receive 1% of profits, losses, and cash distributions from
the sale or refinancing of investment properties. This participation increases
to 15% after the Limited Partners have received their original invested capital
plus a 9% cumulative, non-compounded annual return.
During the three months ended March 31, 1996 and 1995, the General Partners
received cash distributions of $3,000 and $1,500, respectively.
NOTE 5. DISTRIBUTIONS TO LIMITED PARTNERS
---------------------------------
Distributions to limited partners in excess of net income allocated to limited
partners are considered a return of capital. A breakdown of cash distributions
to limited partners for the three months ended March 31, 1996 and 1995 follows:
<TABLE>
<CAPTION>
1996 1995
---------------------- ----------------------
Per Per
Amount Unit Amount Unit
----------- ------- ---------- --------
<S> <C> <C> <C> <C>
Net income
- limited partners $ 49,000 $ 0.16 $ 52,300 $ 0.18
Return of capital 251,000 0.85 97,700 0.32
----------- ------- ---------- --------
$ 300,000 $ 1.01 $ 150,000 $ 0.50
=========== ======= ========== ========
</TABLE>
7
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WINDSOR PARK PROPERTIES 6
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(A California Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
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CONDITION AND RESULTS OF OPERATIONS
-----------------------------------
Changes in Financial Condition
- ------------------------------
March 31, 1996 as compared to December 31, 1995
- -----------------------------------------------
The Partnership's primary sources of cash during the three months ended March
31, 1996 were from the operations of its investment properties and cash
distributions from joint ventures. The primary use of cash during the same
period was for cash distributions to partners.
There has been no significant change in the financial condition of the
Partnership since December 31, 1995. Partners' equity decreased from $7,841,200
at December 31, 1995 to $7,586,800 at March 31, 1996 due to cash distributions
of $303,000 and repurchased limited partnership units of $900, exceeding net
income of $49,500.
The future sources of cash for the Partnership will be provided from property
operations, cash reserves, and ultimately from the sale of property. The future
uses of cash will be for Partnership administration, capital expenditures, cash
distributions to partners and debt service. The General Partners believe that
the future sources of cash are sufficient to meet the working capital
requirements of the Partnership for the foreseeable future.
Results of Operations
- ---------------------
Three months ended March 31, 1996 as compared to three months ended
- -------------------------------------------------------------------
March 31, 1995
- --------------
The results of operations for the three months ended March 31, 1996 and 1995 are
not directly comparable due to the purchases of interests in the Garden Walk,
Rancho Margate and Winter Haven manufactured home communities in August 1995,
September 1995 and October 1995, respectively. The Partnership realized net
income of $49,500 and $52,800 for the three months ended March 31, 1996 and
1995, respectively. Net income per limited partnership unit was $0.16 in 1996
and $0.18 in 1995.
Rent and utilities revenues increased from $121,500 in 1995 to $135,600 in 1996.
The overall occupancy level of the Partnership's two wholly-owned properties
increased from 89% at March 31, 1995 to 93% at March 31, 1996. Recent rent
increases implemented include $5 per month at Chisholm Creek effective June 1995
and $11 per month at Circle K effective May 1995.
Equity in earnings of joint ventures represents the Partnership's share of the
net income of five manufactured home communities in 1996 and two communities in
1995 (as mentioned previously, three joint venture interests were acquired in
1995). Equity in earnings of joint ventures increased from $70,300 in 1995 to
$71,400 in 1996 due mainly to the purchase of the three additional joint venture
interests. The increase in earnings from the new properties, however, was
partially offset by interest expense incurred on loans obtained in 1995 by the
previously owned joint venture properties. The overall occupancy of the
Partnership's five joint venture properties was 94% at March 31, 1996, compared
to 95% for two properties at March 31, 1995. Recent rent increases implemented
include $12 per month at Town and Country effective May 1995, $10, $10 and $13
per month at Garden Walk, Winter Haven, and Rancho Margate, respectively,
effective January 1996, and $10 per month at Carefree effective September 1995.
8
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Interest income increased from $2,800 in 1995 to $6,800 in 1996 due mainly to
higher cash balances maintained by the Partnership.
Property operating expenses increased slightly from $68,200 in 1995 to $68,400
in 1996.
Interest expense of $30,700 in 1996 represents interest incurred on the
$1,340,000 loan obtained by the Partnership in September 1995. No interest
expense was incurred by the Partnership in the first quarter of 1995.
General and administrative expense decreased from $35,600 in 1995 to $30,300 in
1996 due mainly to proxy solicitation expenses incurred in 1995.
9
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PART II
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Item 6. EXHIBITS AND REPORTS ON FORM 8-K
--------------------------------
(a) Exhibits and Index of Exhibits
(27) Financial Data Schedule
(b) Reports on Form 8-K
There were no reports on Form 8-K during the period
covered by Form 10-QSB
10
<PAGE>
SIGNATURE
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
WINDSOR PARK PROPERTIES 6,
A California Limited Partnership
---------------------------------
(Registrant)
By: The Windsor Corporation, General Partner
By /s/ John A. Coseo, Jr.
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JOHN A. COSEO, JR.
Chief Financial Officer
(Principal Accounting Officer)
Date: May 10, 1996
11
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEET OF WINDSOR PARK PROPERTIES 6 AS OF MARCH 31, 1996 AND THE RELATED
STATEMENTS OF OPERATIONS AND OF CASH FLOWS FOR THE THREE MONTHS THEN ENDED AND
IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 498,500
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 3,907,500
<DEPRECIATION> 1,138,400
<TOTAL-ASSETS> 9,037,700
<CURRENT-LIABILITIES> 0
<BONDS> 1,340,000
0
0
<COMMON> 0
<OTHER-SE> 7,586,800<F1>
<TOTAL-LIABILITY-AND-EQUITY> 9,037,700
<SALES> 0
<TOTAL-REVENUES> 222,000
<CGS> 0
<TOTAL-COSTS> 68,400
<OTHER-EXPENSES> 73,400
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 30,700
<INCOME-PRETAX> 49,500
<INCOME-TAX> 0
<INCOME-CONTINUING> 49,500
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 49,500
<EPS-PRIMARY> 0.16<F2>
<EPS-DILUTED> 0
<FN>
<F1> Limited and general partners' equity.
<F2> Net income per limited partnership unit.
</FN>
</TABLE>
