SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC
20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: December 4, 1995
BRUNNER COMPANIES INCOME PROPERTIES L.P. III
(Exact name of registrant as specified in its charter)
DELAWARE 0-18419 31-1266850
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification
Number)
One Insignia Financial Plaza
Post Office Box 1089
Greenville, South Carolina 29602
(Address of Principal Executive Office)
Registrant's telephone number, including area code (864) 239-1000
Item 2. Acquisition or Disposition of Assets
On December 4, 1995, Aetna Life Insurance Company, the lender, foreclosed on
Bay Village Shopping Center, located in Conway, South Carolina. The $5,300,000
mortgage matured January 1, 1994, and had been in default since that date. The
lender granted forebearances through June 30, 1994, while refinancing
discussions continued between the Partnership and the lender. These discussions
did not ultimately produce an agreement to either refinance or sell the property
and the lender foreclosed on the property. In the General Partner's opinion, it
was not in the Partnership's best interests to contest the foreclosure action or
file bankruptcy. The Partnership recorded a valuation adjustment of
approximately $182,000 to increase the net book value of the Bay Village assets
to estimated net realizable value and a loss on the foreclosure of approximately
$166,000.
Item 7. Financial Statements and Exhibits
(a) Pro forma financial information
Bay Village Shopping Center was foreclosed on by Aetna Life Insurance Company
on December 4, 1995. The following unaudited condensed balance sheet of the
Partnership assumes the property had been disposed of at September 30, 1995.
<TABLE>
<CAPTION>
Pro Forma Balance Sheet
(Unaudited)
September 30, September 30,
1995 Pro Forma 1995
As Reported Adjustments Pro Forma
<S> <C> <C> <C> <C>
Cash $ 668,187 $ (16,239) (1) $ 651,948
Other assets 599,791 (164,805) (1) 434,986
Land 2,336,469 (811,022) (1) 1,525,447
Buildings & related
personal property, net 14,628,158 (4,360,591) (1) 10,267,567
$18,232,605 $(5,352,657) $12,879,948
Accrued liabilities $ 140,475 $ (88,174) (1) $ 52,301
Mortgage notes payable 17,448,552 (5,300,000) (1) 12,148,552
Total liabilities 17,589,027 (5,388,174) 12,200,853
Partners' capital 643,578 35,517 679,095
Total liabilities and
partner's capital $18,232,605 $(5,352,657) $12,879,948
<FN>
(1) Represents pro forma adjustments to reflect the disposition of assets and
settlement of applicable liabilities related to the foreclosure of Bay
Village Shopping Center.
</TABLE>
The following pro forma statements of loss assume Bay Village Shopping Center
had been foreclosed on as of September 30, 1995, and December 31, 1994,
respectively. The pro forma statements of loss do not reflect the loss realized
from the foreclosure.
<TABLE>
<CAPTION>
Pro Forma Statements of Loss
(Unaudited)
For the nine months ended For the year ended
September 30, 1995 December 31, 1994
(2) (2)
As Reported Adjustments Pro Forma As Reported Adjustments Pro Forma
<S> <C> <C> <C> <C> <C> <C>
Total revenues $ 1,654,496 $ (473,868) $ 1,180,628 $ 2,899,167 $ (633,019) $ 2,266,148
Operating expenses 146,452 (34,447) 112,005 321,590 (51,021) 270,569
General & administrative 85,794 (6,138) 79,656 122,230 (8,184) 114,046
Property management fees 52,696 (15,530) 37,166 87,196 (22,865) 64,331
Depreciation & Amortization 458,018 (130,925) 327,093 824,013 (180,906) 643,107
Interest 1,223,298 (367,688) 855,610 2,303,397 (490,250) 1,813,147
Property taxes 121,022 (41,503) 79,519 219,079 (53,592) 165,487
Write-down of property 414,859 0 414,859 696,805 (195,135) 501,670
Tenant reimbursements (204,121) 63,064 (141,057) (326,169) 75,736 (250,433)
Total expenses 2,298,018 (533,167) 1,764,851 4,248,141 (926,217) 3,321,924
Gain on foreclosure 844,287 0 844,287 0 0 0
Net income (loss) $ 200,765 $ 59,299 $ 260,064 $(1,348,974) $ 293,198 $(1,055,776)
Net income (loss) allocated to
general partner (1%) $ 2,008 $ 593 $ 2,601 $ (13,490) $ 2,932 $ (10,558)
Net income (loss) allocated to
limited partner (98.01%) 196,770 58,119 254,889 (1,322,129) 287,363 (1,034,766)
Net income (loss) allocated to
limited partner (.99%) 1,987 587 2,574 (13,355) 2,903 (10,452)
$ 200,765 $ 59,299 $ 260,064 $(1,348,974) $ 293,198 $(1,055,776)
Net income (loss) per Class A
partnership unit $ 0.23 $ 0.07 $ 0.30 $ (1.55) $ 0.33 $ (1.22)
Weighted average
number of units 850,900 850,900 850,900 850,900
<FN>
(2) Represents pro forma adjustments to remove Bay Village Shopping Center revenues and expenses to
reflect the foreclosure.
</TABLE>
Certain reclassifications have been made to the 1994 balances to conform to
the 1995 presentation.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
BRUNNER COMPANIES INCOME PROPERTIES L.P. III,
a Delaware limited partnership
By: Brunner Management Limtied
Partnership, an Ohio limited partnership,
its General Partner
By: 104 Management, Inc., an Ohio corporation,
its General Partner
By: /s/ Carroll D. Vinson
Carroll D. Vinson
President
By: /s/ Robert D. Long, Jr.
Robert D. Long, Jr.
Controller and Principal
Accounting Officer
Date: December 19, 1995