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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, 1998
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[ ] 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 000-21722
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WINDSORPARK PROPERTIES 7, A CALIFORNIA LIMITED PARTNERSHIP
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(Exact name of small business issuer as specified in its charter)
California 33-0363181
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(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
6430 S. Quebec Street, Englewood, Colorado 80111
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(Address of principal executive offices)
(303) 741-3707
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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 ( )
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 8
PART II
Item 6. Exhibits and Reports on Form 8-K 9
SIGNATURE 10
</TABLE>
2
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WINDSOR PARK PROPERTIES 7
(A California Limited Partnership)
BALANCE SHEET
(unaudited)
<TABLE>
<CAPTION>
March 31, 1998
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ASSETS
Property held for investment:
Land $ 2,734,100
Buildings and improvements 10,866,100
Fixtures and equipment 190,200
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13,790,400
Less accumulated depreciation (2,661,100)
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11,129,300
Investments in joint ventures and limited partnerships 5,076,600
Cash and cash equivalents 307,000
Deferred financing costs 185,400
Other assets 92,500
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$ 16,790,800
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LIABILITIES AND PARTNERS' EQUITY
Liabilities:
Mortgage notes payable $ 7,220,000
Accounts payable 5,700
Accrued expenses 113,900
Tenant deposits and other liabilities 44,700
Due to General Partners and affiliates 89,800
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7,474,100
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Partners' equity:
Limited partners 9,359,200
General partners (42,500)
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9,316,700
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$ 16,790,800
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</TABLE>
See Accompanying Financial Statements
3
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WINDSOR PARK PROPERTIES 7
(A California Limited Partnership)
STATEMENTS OF OPERATIONS
(unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31,
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1998 1997
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<S> <C> <C>
REVENUES
Rent and utilities $ 637,200 $ 611,300
Equity in earnings of joint ventures and limited partnerships 32,400 49,900
Interest 7,400 14,200
Other 8,300 8,600
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685,300 684,000
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COSTS AND EXPENSES
Property operating 265,500 251,300
Interest 171,900 168,600
Depreciation and amortization 150,800 148,600
General and administrative:
Related parties 10,800 21,800
Other 20,900 10,200
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619,900 600,500
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Net income $ 65,400 $ 83,500
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Net income - general partners $ 700 $ 800
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Net income - limited partners $ 64,700 $ 82,700
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Basic and dilutive earnings per limited partnership unit $ 0.41 $ 0.52
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</TABLE>
See Accompanying Financial Statements
4
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WINDSOR PARK PROPERTIES 7
(A California Limited Partnership)
STATEMENTS OF CASH FLOWS
(unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31,
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1998 1997
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<S> <C> <C>
Cash flows from operating activities:
Net income $ 65,400 $ 83,500
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 150,800 148,600
Equity in earnings of joint ventures and limited
partnerships (32,400) (49,900)
Joint ventures' and limited partnerships cash
distributions 32,400 49,900
(Gain) loss on sale of property held for investment 0 (2,000)
Amortization of deferred financing costs 10,600 10,600
Changes in operating assets and liabilities:
Other assets (33,300) 9,200
Accounts payable (19,000) (3,800)
Accrued expenses 53,900 24,700
Due to General Partners and affiliates (8,900) 0
Tenant deposits and other liabilities (70,500) 3,900
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Net cash provided by operating activities 149,000 274,700
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Cash flows from investing activities:
Note receivable from general partners 0 371,100
Joint ventures' and limited partnerships cash
distributions 127,100 100,600
Increase in property held for investment (20,700) (63,100)
Investment in joint venture and limited partnerships 100 (70,400)
Proceeds on sale of property held for investment 0 2,000
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Net cash provided by investing activities 106,500 340,200
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Cash flows from financing activities:
Distributions (227,200) (298,900)
Repayment of mortgage note payable (200,000) (300,000)
Repurchase of limited partnership units 0 (12,500)
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Net cash used in (provided by) financing activities 427,200 (611,400)
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Net (decrease) increase in cash and cash equivalents (171,700) 3,500
Cash and cash equivalents at beginning of period 478,700 511,100
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Cash and cash equivalents at end of period $ 307,000 $ 514,600
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</TABLE>
See Accompanying Financial Statements
5
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WINDSOR PARK PROPERTIES 7
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
NOTE 1. THE PARTNERSHIP
Windsor Park Properties 7, A California Limited Partnership (the Partnership),
was formed in June 1989 for the purpose of acquiring and holding existing
manufactured home communities for investment. The General Partners of the
Partnership are The Windsor Corporation ("TWC"), a California corporation, and
John A. Coseo, Jr. In September 1997, Chateau Communities, Inc. (Chateau), a
publicly held real estate investment trust, purchased 100% of the shares of the
Windsor Corporation.
The Partnership was funded through a public offering of 250,000 limited
partnership units at $100 per unit, which commenced in March 1990 and terminated
in January 1992. The Partnership term is set to expire on December 31, 2005;
however, the Partnership may either be dissolved earlier or extended under
certain circumstances. The Partnership may be extended at the recommendation of
the General Partners with approval of a majority of the Limited Partners.
NOTE 2. BASIS OF PRESENTATION
The balance sheet at March 31, 1998 and the related statements of operations for
the three months ended March 31, 1998 and 1997 and the statements of cash flows
for the three months ended March 31, 1998 and 1997 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 on form 10-KSB for the year ended December 31,
1997.
NOTE 3. INVESTMENTS IN JOINT VENTURES AND LIMITED PARTNERSHIPS
The Partnership's investments in joint ventures and limited partnerships consist
of interests in five manufactured home communities at March 31, 1998. The
combined condensed results of operations of the joint venture and limited
partnership properties for the three months ended March 31, 1998 and 1997 are as
follows:
<TABLE>
<CAPTION>
1998 1997
<S> <C> <C>
Total revenues $ 1,097,100 $ 995,500
Expenses:
Property operating 548,600 488,300
Interest 340,000 272,400
Depreciation 187,200 154,300
General and administrative 2,100 0
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1,077,900 915,000
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Net income $ 19,200 $ 80,500
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</TABLE>
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NOTE 4. BASIC AND DILUTIVE EARNINGS 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,
1998 and 1997 was 156,595 and 157,800 respectively.
In 1997, the Partnership adopted Statement of Financial Accounting Standards
No. 128 (SFAS 128), "Earnings Per Share." This accounting standard specifies
new computation, presentation, and disclosure requirements for earnings per
share to be applied retroactively. Among other things, SFAS 128 requires
presentation of basic and diluted earnings per share on the face of the income
statement. The adoption of SFAS 128 had no effect on the per unit results
previously reported.
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, 1998 and 1997 follows:
<TABLE>
<CAPTION>
1998 1997
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Per Per
Amount Unit Amount Unit
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<S> <C> <C> <C> <C>
Net income
- limited partners $ 64,700 $ 0.41 $ 82,700 $ .52
Return of capital 233,800 1.50 213,100 1.35
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$ 298,500 $ 1.91 $ 295,800 $ 1.87
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</TABLE>
7
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WINDSOR PARK PROPERTIES 7
(A California Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Three months ended March 31, 1998 as compared to three months ended March 31,
1997
Results of Operations
The results of operations for the three months ended March 31, 1998 and 1997 are
not directly comparable due to the purchase of interests in the Apache East
Estates and Denali Park Estates manufactured home communities in February 1997.
The Partnership realized net income of $65,400 and $83,500 for the three months
ended March 31, 1998 and 1997, respectively. Net income per limited partnership
unit was $0.41 in 1998 compared to $0.52 in 1997.
Rent and utilities revenues increased from $611,300 in 1997 to $637,200 in 1998
due to rental increases recognized at the communities.
Equity in earnings of joint ventures and limited partnerships represents the
Partnership's share of the net income of five joint venture and limited
partnership properties. Equity in earnings of joint ventures and limited
partnerships decreased from $49,900 in 1997 to $32,400 in 1998, primarily due to
losses incurred at Apache East and Denali Park communities.
Interest income decreased from $14,200 in 1997 to $7,400 in 1998 due mainly to
lower cash balances maintained by the Partnership and due to the payoff received
on the note receivable from General Partners.
Property operating expenses increased from $251,300 in 1997 to $265,500 in 1998
due mainly to higher utilities and repairs and maintenance costs.
Interest expense increased slightly from $168,600 in 1997 to $171,900 in 1998.
General and administrative expenses decreased slightly from $32,000 in 1997 to
$31,700 in 1998.
Changes in Financial Condition
The Partnership's primary sources of cash during the three months ended March
31, 1998 were from the operations of its investment properties and cash
distributions from joint ventures. The primary uses of cash during the same
period were for cash distributions to partners, and the repayment of a mortgage
note payable.
No further investment property acquisitions are planned by the General Partners.
At March 31, 1998 the Partnership's total mortgage debt, including its
proportionate share of joint venture and limited partnership debt, was
$14,852,100, consisting of $1,500,000 of fixed rate debt and $13,352,100 of
variable rate debt. The average rate of interest on the fixed and variable rate
debt was 8.8% and 8.7%, respectively at March 31, 1998.
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,
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.
In 1997, the Partnership adopted Statement of Financial Accounting Standards
No. 128 (SFAS 128), "Earnings Per Share." This accounting standard specifies
new computation, presentation, and disclosure requirements for earnings per
share to be applied retroactively. Among other things, SFAS 128 requires
presentation of basic and diluted earnings per share on the face of the income
statement. The adoption of SFAS 128 had no effect on the per unit results
previously reported.
8
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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
Form 8-K filed with the Commission on January 27, 1998. Form
8-K/A filed with the Commission on February 3, 1998.
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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 7,
A California Limited Partnership
(Registrant)
By: The Windsor Corporation, General Partner
By /s/ Steven G. Waite
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STEVEN G. WAITE
President
Date: May 13, 1998
10
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EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
<S> <C>
27 Financial Data Schedule
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> MAR-31-1998
<CASH> 307,000
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 13,790,400
<DEPRECIATION> 2,661,100
<TOTAL-ASSETS> 16,790,800
<CURRENT-LIABILITIES> 254,100
<BONDS> 7,220,000
0
0
<COMMON> 0
<OTHER-SE> 9,316,700
<TOTAL-LIABILITY-AND-EQUITY> 16,790,800
<SALES> 0
<TOTAL-REVENUES> 685,300
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 448,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 171,900
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 65,400
<EPS-PRIMARY> 0.41
<EPS-DILUTED> 0.41
</TABLE>
