<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 September 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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Page
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Item 1. Financial Statements 3
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 9
PART II
-------
Item 6. Exhibits and Reports on Form 8-K 11
SIGNATURE
2
<PAGE>
WINDSOR PARK PROPERTIES 6
-------------------------
(A California Limited Partnership)
BALANCE SHEET
-------------
(unaudited)
<TABLE>
<CAPTION>
September 30, 1996
------------------
<S> <C>
ASSETS
- ------
Property held for investment:
Land $ 508,800
Buildings and improvements 3,406,300
Fixtures and equipment 22,700
----------
3,937,800
Less accumulated depreciation (1,226,000)
----------
2,711,800
Investments in joint ventures 5,571,800
Cash and cash equivalents 421,600
Deferred financing costs 62,200
Other assets 50,500
----------
$8,817,900
==========
LIABILITIES AND PARTNERS' EQUITY
- --------------------------------
Liabilities:
Mortgage note payable $1,340,000
Accounts payable 3,100
Accrued expenses 49,800
Tenant deposits and other liabilities 53,500
----------
1,446,400
----------
Partners' equity:
Limited partners 7,562,200
General partners (190,700)
----------
7,371,500
----------
$8,817,900
==========
</TABLE>
See accompanying notes to financial statements.
3
<PAGE>
<TABLE>
<CAPTION>
WINDSOR PARK PROPERTIES 6
-------------------------
(A California Limited Partnership)
STATEMENTS OF OPERATIONS
------------------------
(unaudited)
Three Months Ended September 30,
-------------------------------
1996 1995
-------- --------
<S> <C> <C>
REVENUES
- --------
Rent and utilities $146,700 $132,200
Equity in earnings of joint ventures 58,900 56,600
Interest 6,100 12,300
Other 6,000 2,800
-------- --------
217,700 203,900
-------- --------
COSTS AND EXPENSES
- ------------------
Property operating 75,400 69,300
Depreciation and amortization 43,900 43,100
Interest 31,300 6,400
General and administrative:
Related parties 18,500 15,900
Other 8,300 12,500
-------- --------
177,400 147,200
-------- --------
Net income $ 40,300 $ 56,700
======== ========
Net income - general partners $ 400 $ 600
======== ========
Net income - limited partners $ 39,900 $ 56,100
======== ========
Net income per limited partnership unit $ 0.13 $ 0.18
======== ========
</TABLE>
See accompanying notes to financial statements.
4
<PAGE>
<TABLE>
<CAPTION>
WINDSOR PARK PROPERTIES 6
-------------------------
(A California Limited Partnership)
STATEMENTS OF OPERATIONS
------------------------
(unaudited)
Nine Months Ended September 30,
-------------------------------
1996 1995
-------- --------
<S> <C> <C>
REVENUES
- --------
Rent and utilities $422,300 $379,400
Equity in earnings of joint ventures 202,200 182,700
Interest 18,600 18,600
Other 26,000 12,100
-------- --------
669,100 592,800
-------- --------
COSTS AND EXPENSES
- ------------------
Property operating 206,900 204,100
Depreciation and amortization 130,700 128,700
Interest 92,900 6,400
General and administrative:
Related parties 55,700 49,700
Other 34,500 43,100
-------- --------
520,700 432,000
-------- --------
Net income $148,400 $160,800
======== ========
Net income - general partners $ 1,500 $ 1,600
======== ========
Net income - limited partners $146,900 $159,200
======== ========
Net income per limited partnership unit $ 0.49 $ 0.53
======== ========
</TABLE>
See accompanying notes to financial statements.
5
<PAGE>
<TABLE>
<CAPTION>
WINDSOR PARK PROPERTIES 6
-------------------------
(A California Limited Partnership)
STATEMENTS OF CASH FLOWS
------------------------
(unaudited)
Nine Months Ended September 30,
-------------------------------
1996 1995
------------ ------------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 148,400 $ 160,800
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 130,700 128,700
Equity in earnings of joint ventures (202,200) (182,700)
Joint ventures' cash distributions 202,200 182,700
Amortization of deferred financing costs 7,800
Changes in operating assets and liabilities:
Other assets 10,600 2,100
Accounts payable (5,400) (8,400)
Accrued expenses 1,600 17,000
Tenant deposits and other liabilities (16,700) 1,800
---------- ----------
Net cash provided by operating activities 277,000 302,000
---------- ----------
Cash flows from investing activities:
Joint ventures' cash distributions 133,600 2,431,900
Increase in property held for investment (23,800) (53,900)
Investments in joint ventures (2,303,700)
---------- ----------
Net cash provided by investing activities 109,800 74,300
---------- ----------
Cash flows from financing activities:
Cash distributions (606,000) (454,500)
Repurchase of limited partnership units (12,100) (14,900)
Proceeds from issuance of note payable,
net 1,271,500
---------- ----------
Net cash (used in) provided by financing
activities (618,100) 802,100
---------- ----------
Net (decrease) increase in cash and cash
equivalents (231,300) 1,178,400
Cash and cash equivalents at beginning
of period 652,900 252,900
---------- ----------
Cash and cash equivalents at end of period $ 421,600 $1,431,300
========== ==========
Supplemental disclosure of cash flow
information:
Cash paid during the period for:
Interest (none capitalized) $ 85,600 $ --
========== ==========
</TABLE>
See accompanying notes to financial statements.
6
<PAGE>
WINDSOR PARK PROPERTIES 6
-------------------------
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
-----------------------------
NOTE 1. BASIS OF PRESENTATION
---------------------
The balance sheet at September 30, 1996 and the related statements of operations
for the three and nine months ended September 30, 1996 and 1995 and the
statements of cash flows for the nine months ended September 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 at September 30, 1996 and four manufactured home
communities at September 30, 1995. The combined condensed results of operations
of these properties for the nine months ended September 30, 1996 and 1995
(including Garden Walk, Rancho Margate and Winter Haven since their purchase in
August 1995, September 1995 and October 1995, respectively) follows:
<TABLE>
<CAPTION>
1996 1995
---------- ----------
<S> <C> <C>
Total revenues $4,044,900 $1,661,200
---------- ----------
Expenses:
Property operating 1,810,900 760,000
Interest 1,090,600 179,700
Depreciation 629,300 317,000
---------- ----------
3,530,800 1,256,700
---------- ----------
Net income $ 514,100 $ 404,500
========== ==========
</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 nine months ended
September 30, 1996 was 296,407 and 296,776, respectively; and 298,128 and
298,427 for the three and nine months ended September 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
<PAGE>
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 $21,300 and $18,100 for such
costs during the three months ended September 30, 1996 and 1995, respectively;
and $64,600 and $56,700 for the nine months ended September 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 September 30, 1996 and 1995, the General Partners
received cash distributions of $3,000 and $1,500, respectively; and $6,000 and
$4,500 for the nine months ended September 30, 1996 and 1995, 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 nine months ended September 30, 1996 and 1995
follows:
<TABLE>
<CAPTION>
1996 1995
------------------- --------------------
Per Per
Amount Unit Amount Unit
-------- ----- -------- -----
<S> <C> <C> <C> <C>
Net income
- limited partners $146,900 $0.49 $159,200 $0.53
Return of capital 453,100 1.53 290,800 0.98
-------- ----- -------- -----
$600,000 $2.02 $450,000 $1.51
======== ===== ======== =====
</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
- ------------------------------
September 30, 1996 as compared to December 31, 1995
- ---------------------------------------------------
The Partnership's primary sources of cash during the nine months ended September
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 $7,371,500 at September 30, 1996 due to cash
distributions of $606,000 and repurchased limited partnership units of $12,100
exceeding net income of $148,400.
At September 30, 1996, the Partnership's total mortgage debt, including its
proportionate share of joint venture debt, was $7,724,700, consisting entirely
of variable rate debt. The average rate of interest on the variable rate debt
was 8.7% at September 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
- ---------------------
Nine months ended September 30, 1996 as compared to nine months ended September
- -------------------------------------------------------------------------------
30, 1995
- --------
The results of operations for the nine months ended September 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 $148,400 and $160,800 for the nine months ended September 30, 1996
and 1995, respectively. Net income per limited partnership unit was $0.49 in
1996 and $0.53 in 1995.
Rent and utilities revenues increased from $379,400 in 1995 to $422,300 in 1996.
The overall occupancy level of the Partnership's two wholly-owned properties
increased from 90% at September 30, 1995 to 94% at September 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 at September 30, 1996 and four
communities at September 30, 1995 (as mentioned previously, three joint venture
interests were acquired in 1995). Equity in earnings of joint ventures
increased from $182,700 in 1995 to $202,200 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 September 30, 1996,
compared to 94% for four properties at September 30, 1995. Recent rent
increases implemented include $8 and $12 per month at Town and
9
<PAGE>
Country effective May 1996 and May 1995, 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.
Property operating expenses increased slightly from $204,100 in 1995 to $206,900
in 1996. The increase is due mainly to higher utility costs, offset by lower
promotional expenses.
Interest expense increased from $6,400 in 1995 to $92,900 in 1996 due to the
$1,340,000 loan obtained by the Partnership in September 1995.
General and administrative expense decreased from $92,800 in 1995 to $90,200 in
1996 due mainly to proxy solicitation expenses incurred in 1995, but not in
1996.
Three months ended September 30, 1996 as compared to three months ended
- -----------------------------------------------------------------------
September 30, 1995
- ------------------
The results of operations for the three months ended September 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 $40,300 and $56,700 for the three months ended September 30, 1996
and 1995, respectively. Net income per limited partnership unit was $0.13 in
1996 and $0.18 in 1995.
Rent and utilities revenues increased from $132,200 in 1995 to $146,700 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 at September 30, 1996 and four
communities at September 30, 1995 (as mentioned previously, three joint venture
interest were acquired in 1995). Equity in earnings of joint ventures increased
from $56,600 in 1995 to $58,900 in 1996 due mainly to the purchase of the three
additional joint venture interests.
Interest income decreased from $12,300 in 1995 to $6,100 in 1996 due mainly to
lower cash balances maintained by the Partnership.
Property operating expenses increased from $69,300 in 1995 to $75,400 in 1996
for the reasons discussed previously.
Interest expense increased from $6,400 in 1995 to $31,300 in 1996 due to the
$1,340,000 loan obtained by the Partnership in September 1995.
10
<PAGE>
PART II
-------
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 filed during the period
covered by this Form 10-QSB
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: November 11, 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 SEPTEMBER 30, 1996 AND THE RELATED
STATEMENTS OF OPERATIONS AND OF CASH FLOWS FOR THE NINE MONTHS THEN ENDED AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<CASH> 421,600
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 3,937,800
<DEPRECIATION> 1,226,000
<TOTAL-ASSETS> 8,817,900
<CURRENT-LIABILITIES> 0
<BONDS> 1,340,000
0
0
<COMMON> 0
<OTHER-SE> 7,371,500<F1>
<TOTAL-LIABILITY-AND-EQUITY> 8,817,900
<SALES> 0
<TOTAL-REVENUES> 669,100
<CGS> 0
<TOTAL-COSTS> 206,900
<OTHER-EXPENSES> 220,900
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 92,900
<INCOME-PRETAX> 148,400
<INCOME-TAX> 0
<INCOME-CONTINUING> 148,400
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 148,400
<EPS-PRIMARY> 0.49<F2>
<EPS-DILUTED> 0
<FN>
<F1>Limited and general partners' equity.
<F2>Net income per limited partnership unit.
</FN>
</TABLE>
