<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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For Quarter Ended March 31, 2000 Commission File Number 0-18735
COPLEY REALTY INCOME PARTNERS 4;
A LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)
Massachusetts 04-3058134
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
225 Franklin Street, 25th Fl.
Boston, Massachusetts 02110
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(617) 261-9000
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Former name, former address and former fiscal year if changed since last report
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding twelve (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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COPLEY REALTY INCOME PARTNERS 4;
A LIMITED PARTNERSHIP
FORM 10-Q
FOR QUARTER ENDED MARCH 31, 2000
PART I
FINANCIAL INFORMATION
2
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COPLEY REALTY INCOME PARTNERS 4;
A LIMITED PARTNERSHIP
STATEMENTS OF NET ASSETS IN LIQUIDATION
<TABLE>
<CAPTION>
March 31, 2000 December 31, 1999
(Unaudited) (Audited)
-------------- -----------------
<S> <C> <C>
Assets
Cash and cash equivalents $ 1,279,404 $ 1,291,411
----------- -----------
$ 1,279,404 $ 1,291,411
=========== ===========
Liabilities and Net assets
in liquidation
Accounts payable $ 14,602 $ 37,020
Accrued expenses for liquidation 59,711 49,300
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Total liabilities 74,313 86,320
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Net assets in liquidation:
Limited partners ($117 per
unit; 100,000 units authorized,
11,931 units issued and outstanding) 1,184,568 1,184,568
General partners 20,523 20,523
----------- -----------
Total partners' capital 1,205,091 1,205,091
----------- -----------
$ 1,279,404 $ 1,291,411
=========== ===========
</TABLE>
(See accompanying notes to unaudited financial statements)
3
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COPLEY REALTY INCOME PARTNERS 4;
A LIMITED PARTNERSHIP
STATEMENT OF CHANGES OF NET ASSETS IN LIQUIDATION
<TABLE>
<CAPTION>
Three Months Ended
March 31, 2000
(Unaudited)
-------------
<S> <C>
Net assets in liquidation at
beginning of period $ 1,205,091
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Increase (decrease) during period:
Operating activities
Interest income 19,097
General and administrative (8,686)
-------------
10,411
Liquidating activities
Change in provision for
liquidation expenses (10,411)
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(10,411)
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Net change in net assets in liquidation $ --
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Net assets in liquidation at end of period $ 1,205,091
=============
</TABLE>
(See accompanying notes to unaudited financial statements)
4
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COPLEY REALTY INCOME PARTNERS 4;
A LIMITED PARTNERSHIP
STATEMENT OF OPERATIONS
<TABLE>
<CAPTION>
Three Months Ended
March 31, 1999
(Unaudited)
--------------
<S> <C>
Investment Activity
Joint venture earnings $ 70,157
Interest on cash equivalents 16,525
------------
86,682
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Portfolio Expenses
General and administrative 15,415
Management fee 19,202
Amortization 1,183
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35,800
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Net Income $ 50,882
============
Net income per limited partnership unit $ 4.22
============
Cash distributions per limited
partnership unit $ 9.82
============
Number of limited partnership units
outstanding during the period 11,931
============
</TABLE>
(See accompanying notes to unaudited financial statements)
5
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COPLEY REALTY INCOME PARTNERS 4;
A LIMITED PARTNERSHIP
SUMMARIZED STATEMENTS OF CASH FLOWS
(Unaudited)
(in liquidation for the three months ended March 31, 2000)
<TABLE>
<CAPTION>
Three Months Ended March 31,
---------------------------
2000 1999
------- -------
<S> <C> <C>
Net cash used by operating activities $ (12,007) $ (4,114)
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Cash flows from financing activity:
Distributions to partners -- (118,346)
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Net decrease in cash and cash equivalents (12,007) (122,460)
Cash and cash equivalents:
Beginning of period 1,291,411 1,498,022
---------- ----------
End of period $1,279,404 $1,375,562
========== ==========
</TABLE>
(See accompanying notes to unaudited financial statements)
6
<PAGE>
COPLEY REALTY INCOME PARTNERS 4;
A LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS (Unaudited)
In the opinion of management, the accompanying unaudited financial
statements contain all adjustments necessary to present fairly the Partnership's
financial position as of March 31, 2000 and December 31, 1999 and the changes of
net assets in liquidation and the results of its operations for the three month
periods ended March 31, 2000 and 1999, respectively, and its cash flows for the
three months ended March 31, 2000 and 1999. These adjustments are of a normal
recurring nature.
See notes to financial statements included in the Partnership's 1999 Annual
Report on Form 10-K for additional information relating to the Partnership's
financial statements.
NOTE 1 - ORGANIZATION AND BUSINESS
- ----------------------------------
Copley Realty Income Partners 4; A Limited Partnership (the "Partnership")
is a Massachusetts limited partnership organized for the purpose of investing
primarily in newly-constructed and existing income-producing real properties.
The Partnership commenced operations in September 1989 and acquired its
remaining real estate investment prior to 1991. The Partnership sold its last
remaining investment in August 1999. On December 31, 1999, the Partnership
adopted a plan of liquidation and intends to dissolve in 2000.
In connection with its adoption of a plan of liquidation on December 31,
1999, the Partnership also adopted the liquidation basis of accounting which,
among other things, requires that assets and liabilities be stated at their
estimated net realizable value and that estimated costs of liquidating the
Partnership be provided to the extent that they are reasonably determinable.
NOTE 2 - REAL ESTATE JOINT VENTURE
- ----------------------------------
On August 27, 1999, the Shasta Way joint venture, in which the Partnership
and an affiliate owned a 42% and 58% interest, respectively, sold its property
to an unaffiliated third party for gross proceeds of $13,057,000, of which the
Partnership's share was $5,483,940. The Partnership received its 42% share of
the net proceeds, $5,390,812 after closing costs, and recognized a gain of
$1,968,155 ($163.31 per limited partnership unit) on the sale. On September 22,
1999 the Partnership made a capital distribution of $5,297,364 ($444 per limited
partnership unit) from the proceeds of the sale.
7
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COPLEY REALTY INCOME PARTNERS 4;
A LIMITED PARTNERSHIP
The following summarized financial information is presented in the
aggregate for the Shasta Way joint venture:
Results of Operations
_____________________
<TABLE>
<CAPTION>
Three Months Ended
March 31, 1999
----------------
<S> <C>
Revenue
Rental income $ 341,626
Other income 978
------------
342,604
------------
Expenses
Operating expenses 59,871
Depreciation and amortization 115,195
------------
175,066
------------
Net income $ 167,538
============
</TABLE>
Liabilities and expenses exclude amounts owed and attributable to the
Partnership and its affiliate on behalf of their various financing arrangements
with the joint venture.
8
<PAGE>
COPLEY REALTY INCOME PARTNERS 4;
A LIMITED PARTNERSHIP
Management's Discussion and Analysis of Financial Condition
- -----------------------------------------------------------
and Results of Operations
- -------------------------
Liquidity and Capital Resources
- -------------------------------
The Partnership completed its offering of units of limited partnership
interest in December 1990 and a total of 11,931 units were sold. The
Partnership received proceeds of $10,097,962, net of selling commissions and
other offering costs, which have been used for investment in real estate and to
pay related acquisition costs, or retained as working capital reserves.
In July 1995, the Partnership reduced its working capital reserves by
making a capital distribution of $441,447 ($37 per limited partnership unit).
After the distribution, the Partnership's adjusted capital contribution was $963
per unit.
On August 27, 1999, the Shasta Way joint venture in which the Partnership
and an affiliate owned a 42% and 58% interest, respectively, sold its property
for a gross sales price of $13,057,000, of which the Partnership's 42% share was
$5,483,940. The Partnership received its 42% share of the net proceeds, after
closing costs, in the amount of $5,390,812. On September 22, 1999, the
Partnership made a capital distribution of $5,297,364 ($444 per limited
partnership unit) from the proceeds of the sale.
In connection with two 1997 sales and the sale in August 1999, capital of
$10,093,626 ($846 per limited partnership unit) has been returned to the limited
partners, reducing the adjusted capital contribution to $117 per unit.
At March 31, 2000, the Partnership had $1,279,404 in cash and cash
equivalents which is being retained primarily as a reserve in the event of any
claims for breach of representations or warranties in connection with the sale
Shasta Way, and as an additional reserve in connection with the liquidation of
the Partnership. The Partnership intends to liquidate and dissolve in 2000.
Cash distributions related to the first quarter of 1999 were made at an
annualized rate of 5.5% on the adjusted capital contribution of $561. At the
time of this distribution, the Partnership also made a special distribution of
$8.40 per limited partnership unit from operating reserves.
Results of Operations
- ---------------------
Operating Factors
As discussed above, the Shasta Way joint venture, in which the Partnership
and an affiliate owned a 42% and 58% interest, respectively, sold its property
on August 27, 1999. The Partnership received its 42% share of the net proceeds,
after closing costs, in the amount of $5,390,812 and recognized a gain of
$1,968,155 ($163.31 per limited partnership unit). The Shasta Way property was
100% leased at the time of sale.
9
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Investment Results
There are no comparative real estate operating results for the three month
periods ended March 31, 2000 and 1999 due to the sale of the Partnership's last
remaining property in 1999, discussed above.
Cash flow from operations decreased by approximately $7,900 between the
three month periods ended March 31, 2000 and 1999. The difference is due to the
sale of the Partnership's last remaining property in 1999, as discussed above.
Interest on cash equivalents remained relatively stable between the three
month periods of 2000 and 1999.
Portfolio Expenses
The Partnership management fee is 9% of distributable cash flow from
operations after any increase or decrease in working capital reserves as
determined by the managing general partner. General and administrative expenses
primarily consist of real estate appraisal, printing, legal, accounting and
investor servicing fees.
There was no management fee incurred during the first quarter of 2000 due
to the discontinuace of operating cash distributions as a result of the 1999
sale discussed above.
General and administrative expenses for the three months ended March 31,
2000 were $8,686 compared to $15,415 for the same period in 1999. The decrease
for the comparative periods is due to lower overall expenses as a result of the
sale of the Partnership's last remaining property in 1999, discussed above.
10
<PAGE>
COPLEY REALTY INCOME PARTNERS 4;
A LIMITED PARTNERSHIP
FORM 10-Q
FOR QUARTER ENDED MARCH 31, 2000
PART II
OTHER INFORMATION
Items 1-5 Not Applicable
Item 6. Exhibits and Reports on Form 8-K
a. Exhibits: (27) Financial Data Schedule
b. Reports on Form 8-K: No current reports on Form 8-K were filed
during the quarter ended March 31, 2000.
11
<PAGE>
SIGNATURES
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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 thereunto duly authorized.
COPLEY REALTY INCOME PARTNERS 4; A LIMITED
PARTNERSHIP
(Registrant)
May 2, 2000
/s/ Alison Husid Cutler
-------------------------------
Alison Husid Cutler
President, Chief Executive Officer and Director
of Managing General Partner,
Third Income Corp.
May 2, 2000
/s/ Karin J. Lagerlund
--------------------------------
Karin J. Lagerlund
Treasurer and Principal Financial and Accounting
Officer of Managing General Partner, Fourth
Income Corp.
12
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-END> MAR-31-2000
<CASH> 1,279,404
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,279,404
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,279,404
<CURRENT-LIABILITIES> 74,313
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 1,205,091
<TOTAL-LIABILITY-AND-EQUITY> 1,279,404
<SALES> 0
<TOTAL-REVENUES> 19,097
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 19,097
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
