<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 June 30, 1996
--------------------
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from to
------------ ------------
Commission file number 0-17576
---------------------------------
WINDSOR PARK PROPERTIES 6, A CALIFORNIA LIMITED PARTNERSHIP
-----------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
California 33-0299846
- --------------------------------- ----------------------------------
(State or other jurisdiction (IRS Employer Identification No.)
of incorporation or organization)
120 W. Grand Avenue, Suite 202, Escondido, California 92025
- --------------------------------------------------------------------------
(Address of principal executive offices)
(619) 746-2411
----------------------------
(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 ( )
--- ---
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 9
</TABLE>
PART II
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<TABLE>
<C> <S> <C>
Item 6. Exhibits and Reports on Form 8-K 11
SIGNATURE
</TABLE>
2
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WINDSOR PARK PROPERTIES 6
----------------------------
(A California Limited Partnership)
BALANCE SHEET
-------------
(unaudited)
<TABLE>
<CAPTION>
June 30, 1996
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<S> <C>
ASSETS
- ------
Property held for investment:
Land $ 508,800
Buildings and improvements 3,400,400
Fixtures and equipment 20,800
-------------
3,930,000
Less accumulated depreciation (1,182,100)
-------------
2,747,900
Investments in joint ventures 5,588,600
Cash and cash equivalents 626,700
Deferred financing costs 64,800
Other assets 44,800
-------------
$ 9,072,800
=============
LIABILITIES AND PARTNERS' EQUITY
- --------------------------------
Liabilities:
Mortgage note payable $ 1,340,000
Accounts payable 4,000
Accrued expenses 38,200
Tenant deposits and other liabilities 51,900
-------------
1,434,100
-------------
Partners' equity:
Limited partners 7,826,800
General partners (188,100)
-------------
7,638,700
-------------
$ 9,072,800
==============
</TABLE>
See accompanying notes to financial statements.
3
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WINDSOR PARK PROPERTIES 6
-------------------------
(A California Limited Partnership)
STATEMENTS OF OPERATIONS
------------------------
(unaudited)
<TABLE>
<CAPTION>
Three Months Ended June 30,
----------------------------
1996 1995
------------ ------------
<S> <C> <C>
REVENUES
- --------
Rent and utilities $ 140,000 $ 125,700
Equity in earnings of joint ventures 71,900 55,800
Interest 5,700 3,500
Other 11,800 4,700
------------ ------------
229,400 189,700
------------ ------------
COSTS AND EXPENSES
- ------------------
Property operating 63,100 66,600
Depreciation and amortization 43,700 43,000
Interest 30,900
General and administrative:
Related parties 18,100 15,500
Other 15,000 13,300
------------ ------------
170,800 138,400
------------ ------------
Net income $ 58,600 $ 51,300
============ ============
Net income - general partners $ 600 $ 500
============ ============
Net income - limited partners $ 58,000 $ 50,800
============ ============
Net income per limited partnership unit $ 0.20 $ 0.17
============ ============
</TABLE>
See accompanying notes to financial statements.
4
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WINDSOR PARK PROPERTIES 6
-------------------------
(A California Limited Partnership)
STATEMENTS OF OPERATIONS
------------------------
(unaudited)
<TABLE>
<CAPTION>
Six Months Ended June 30,
-------------------------
1996 1995
----------- -----------
<S> <C> <C>
REVENUES
- --------
Rent and utilities $ 275,600 $ 247,200
Equity in earnings of joint ventures 143,300 126,100
Interest 12,500 6,300
Other 20,000 9,300
----------- -----------
451,400 388,900
----------- -----------
COSTS AND EXPENSES
- ------------------
Property operating 131,500 134,800
Depreciation and amortization 86,800 85,600
Interest 61,600
General and administrative:
Related parties 37,200 33,800
Other 26,200 30,600
----------- -----------
343,300 284,800
----------- -----------
Net income $ 108,100 $ 104,100
=========== ===========
Net income - general partners $ 1,100 $ 1,000
=========== ===========
Net income - limited partners $ 107,000 $ 103,100
=========== ===========
Net income per limited partnership unit $ 0.36 $ 0.35
=========== ===========
</TABLE>
See accompanying notes to financial statements.
5
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WINDSOR PARK PROPERTIES 6
-------------------------
(A California Limited Partnership)
STATEMENTS OF CASH FLOWS
------------------------
(unaudited)
<TABLE>
<CAPTION>
Six Months Ended June 30,
--------------------------------
1996 1995
--------------- -------------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 108,100 $ 104,100
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 86,800 85,600
Equity in earnings of joint ventures (143,300) (126,100)
Joint ventures' cash distributions 143,300 126,100
Amortization of deferred financing costs 5,200
Changes in operating assets and liabilities:
Other assets 16,300 (20,800)
Accounts payable (4,500) (9,200)
Accrued expenses (10,000) (2,500)
Tenant deposits and other liabilities (18,300) 1,800
--------------- -------------
Net cash provided by operating activities 183,600 159,000
--------------- -------------
Cash flows from investing activities:
Joint ventures' cash distributions 116,800 1,550,900
Increase in property held for investment (16,000) (52,700)
Deposit on property (100,000)
--------------- -------------
Net cash provided by investing activities 100,800 1,398,200
--------------- -------------
Cash flows from financing activities:
Cash distributions (303,000) (303,000)
Repurchase of limited partnership units (7,600) (4,800)
--------------- -------------
Net cash used in financing activities (310,600) (307,800)
--------------- -------------
Net (decrease) increase in cash and cash equivalents (26,200) 1,249,400
Cash and cash equivalents at beginning of period 652,900 252,900
--------------- -------------
Cash and cash equivalents at end of period $ 626,700 $ 1,502,300
=============== =============
Supplemental disclosure of cash flow information:
Cash paid during the period for:
Interest (none capitalized) $ 56,900 $ --
=============== =============
</TABLE>
See accompanying notes to financial statements.
6
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WINDSOR PARK PROPERTIES 6
-------------------------
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
-----------------------------
NOTE 1. BASIS OF PRESENTATION
---------------------
The balance sheet at June 30, 1996 and the related statements of operations for
the three and six months ended June 30, 1996 and 1995 and the statements of cash
flows for the six months ended June 30, 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 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
six months ended June 30, 1996 and 1995 follows:
<TABLE>
<CAPTION>
1996 1995
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<S> <C> <C>
Total revenues $ 2,708,300 $ 918,200
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Expenses:
Property operating 1,203,800 447,500
Interest 724,900 14,000
Depreciation 418,000 192,200
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2,346,700 653,700
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Net income $ 361,600 $ 264,500
============= ===========
</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 and six months ended
June 30, 1996 was 296,815 and 296,960, respectively; and 298,497 and 298,522 for
the three and six months ended June 30, 1995, 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.)
7
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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 $21,700 and $17,800 for such
costs during the three months ended June 30, 1996 and 1995, respectively; and
$43,300 and $38,600 for the six months ended June 30, 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 Partnership 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 June 30, 1995, the General Partners received cash
distributions of $1,500; and $3,000 for both the six months ended June 30, 1996
and 1995. The General Partners received no cash distributions during the three
months ended June 30, 1996.
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 six months ended June 30, 1996 and 1995 follows:
<TABLE>
<CAPTION>
1996 1995
---------------------- ----------------------
Per Per
Amount Unit Amount Unit
----------- --------- ---------- --------
<S> <C> <C> <C> <C>
Net income
- limited partners $ 107,000 $ 0.36 $ 103,100 $ 0.35
Return of capital 193,000 0.65 196,900 0.65
----------- -------- ---------- --------
$ 300,000 $ 1.01 $ 300,000 $ 1.00
=========== ======== ========== ========
</TABLE>
8
<PAGE>
WINDSOR PARK PROPERTIES 6
-------------------------
(A California Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
-------------------------------------------------
CONDITION AND RESULTS OF OPERATIONS
-----------------------------------
Changes in Financial Condition
- ------------------------------
June 30, 1996 as compared to December 31, 1995
- ----------------------------------------------
The Partnership's primary sources of cash during the six months ended June 30,
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 $7,638,700 at June 30, 1996 due to cash distributions of
$303,000 and repurchased limited partnership units of $7,600 exceeding net
income of $108,100.
At June 30, 1996, the Partnership's total mortgage debt, including its
proportionate share of joint venture debt, was $7,729,400, consisting entirely
of variable rate debt. The average rate of interest on the variable rate debt
was 8.6% at June 30, 1996.
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
- ---------------------
Six months ended June 30, 1996 as compared to six months ended June 30, 1995
- ----------------------------------------------------------------------------
The results of operations for the six months ended June 30, 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 $108,100 and $104,100 for the six months ended June 30, 1996 and 1995,
respectively. Net income per limited partnership unit was $0.36 in 1996 and
$0.35 in 1995.
Rent and utilities revenues increased from $247,200 in 1995 to $275,600 in 1996.
The overall occupancy level of the Partnership's two wholly-owned properties
increased from 89% at June 30, 1995 to 93% at June 30, 1996. Recent rent
increases implemented include $8 and $5 per month at Chisholm Creek effective
June 1996 and June 1995, respectively, and $14 and $11 per month at Circle K
effective May 1996 and May 1995, respectively.
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 $126,100 in 1995 to
$143,300 in 1996 due mainly to the purchase of the three additional joint
venture interests. The overall occupancy of the Partnership's five joint
venture properties was 93% at June 30, 1996, compared to 96% for two properties
at June 30, 1995. Recent rent increases implemented include $8 and $12 per
month at Town and Country effective May 1996 and May 1995,
9
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respectively; $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.
Interest income increased from $6,300 in 1995 to $12,500 in 1996 due mainly to
higher cash balances maintained by the Partnership.
Property operating expenses decreased slightly from $134,800 in 1995 to $131,500
in 1996. The decrease is due mainly to lower wage costs, offset by higher
utility costs.
Interest expense of $61,600 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 1995.
General and administrative expense decreased from $64,400 in 1995 to $63,400 in
1996 due mainly to proxy solicitation expenses incurred in 1995.
Three months ended June 30, 1996 as compared to three months ended June 30, 1995
- --------------------------------------------------------------------------------
The results of operations for the three months ended June 30, 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 $58,600 and $51,300 for the three months ended June 30, 1996 and 1995,
respectively. Net income per limited partnership unit was $0.20 in 1996 and
$0.17 in 1995.
Rent and utilities revenues increased from $125,700 in 1995 to $140,000 in 1996,
for the reasons discussed previously.
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 interest were acquired in
1995). Equity in earnings of joint ventures increased from $55,800 in 1995 to
$71,900 in 1996 due mainly to the purchase of the three additional joint venture
interests.
Interest income increased from $3,500 in 1995 to $5,700 in 1996 due mainly to
higher cash balances maintained by the Partnership.
Property operating expenses decreased from $66,600 in 1995 to $63,100 in 1996
for the reasons discussed previously.
Interest expense of $30,900 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 1995.
General and administrative expense increased from $28,800 in 1995 to $33,100 in
1996 due mainly to higher employee time charges from the General Partners.
10
<PAGE>
PART II
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<TABLE>
<CAPTION>
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
--------------------------------
<C> <S>
(a) Exhibits and Index of Exhibits
(27) Financial Data Schedule
(b) Reports on Form 8-K
There were no reports on Form 8-K filed during the period
covered by this Form 10-QSB
</TABLE>
11
<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.
------------------------------------------------
JOHN A. COSEO, JR.
Chief Financial Officer
(Principal Accounting Officer)
Date: August 12, 1996
12
<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 JUNE 30, 1996 AND THE RELATED
STATEMENTS OF OPERATIONS AND OF CASH FLOWS FOR THE SIX MONTHS THEN ENDED AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 626,700
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 3,930,000
<DEPRECIATION> 1,182,100
<TOTAL-ASSETS> 9,072,800
<CURRENT-LIABILITIES> 0
<BONDS> 1,340,000
0
0
<COMMON> 0
<OTHER-SE> 7,638,700<F1>
<TOTAL-LIABILITY-AND-EQUITY> 9,072,800
<SALES> 0
<TOTAL-REVENUES> 451,400
<CGS> 0
<TOTAL-COSTS> 131,500
<OTHER-EXPENSES> 150,200
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 61,600
<INCOME-PRETAX> 108,100
<INCOME-TAX> 0
<INCOME-CONTINUING> 108,100
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 108,100
<EPS-PRIMARY> 0.36<F2>
<EPS-DILUTED> 0
<FN>
<F1> Limited and general partners' equity.
<F2> Net income per limited partnership unit.
</FN>
</TABLE>
