August 14, 2000
Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC 20549
Re: Boston Financial Tax Credit Fund Plus, A Limited Partnership
Report on Form 10-QSB for Quarter Ended June 30, 2000
File Number 0-22104
Dear Sir/Madam:
Pursuant to the requirements of Section 15(d) of the Securities Exchange Act of
1934, filed herewith is one copy of subject report.
Very truly yours,
/s/Stephen Guilmette
Stephen Guilmette
Assistant Controller
TCP-10Q1.DOC
<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2000
------------------------------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 0-22104
Boston Financial Tax Credit Fund Plus, A Limited Partnership
(Exact name of registrant as specified in its charter)
Massachusetts 04-3105699
(State or other jurisdiction of I.R.S. Employer
incorporation or organization) Identification No.)
101 Arch Street, Boston, Massachusetts 02110-1106
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (617)439-3911
--------------------------
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 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 .
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND PLUS,
(A Limited Partnership)
TABLE OF CONTENTS
PART I. FINANCIAL INFORMATION Page No.
Item 1. Financial Statements
Balance Sheet - June 30, 2000 (Unaudited) 1
Statements of Operations (Unaudited) -
For the Three Months Ended June 30, 2000 and 1999 2
Statement of Changes in Partners' Equity (Deficiency)
(Unaudited) - For the Three Months Ended June 30, 2000 3
Statements of Cash Flows (Unaudited) -
For the Three Months Ended June 30, 2000 and 1999 4
Notes to the Financial Statements (Unaudited) 5
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7
PART II - OTHER INFORMATION
Items 1-6 9
SIGNATURE 10
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND PLUS,
(A Limited Partnership)
BALANCE SHEET
June 30, 2000
(Unaudited)
<TABLE>
<CAPTION>
Assets
<S> <C>
Cash and cash equivalents $ 244,799
Marketable securities, at fair value 1,081,198
Other investments (Note 2) 1,705,094
Investments in Local Limited Partnerships, net (Note 1) 12,737,433
Other assets 14,248
---------------
Total Assets $ 15,782,772
===============
Liabilities and Partners' Equity
Accounts payable to affiliates $ 1,475,282
Accounts payable and accrued expenses 23,441
---------------
Total Liabilities 1,498,723
Commitments (Note 3)
General, Initial and Investor Limited Partners' Equity 14,294,892
Net unrealized losses on marketable securities (10,843)
Total Partners' Equity 14,284,049
Total Liabilities and Partners' Equity $ 15,782,772
===============
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND PLUS,
(A Limited Partnership)
STATEMENTS OF OPERATIONS
For the Three Months Ended June 30, 2000 and 1999
(Unaudited)
<TABLE>
<CAPTION>
2000 1999
------------- ------------
Revenue:
<S> <C> <C>
Investment $ 18,097 $ 18,072
Accretion of Original Issue Discount (Note 2) 32,587 30,152
Other 2,456 12,732
------------- -------------
Total Revenue 53,140 60,956
------------- -------------
Expenses:
Asset management fees, related party 41,251 40,833
General and administrative (includes reimbursements
to an affiliate in the amount of $27,878 and
$20,567, respectively) 59,338 46,283
Amortization 5,151 7,215
------------- -------------
Total Expenses 105,740 94,331
------------- -------------
Loss before equity in losses of Local
Limited Partnerships (52,600) (33,375)
Equity in losses of Local Limited Partnerships (Note 1) (303,704) (283,569)
------------- -------------
Net Loss $ (356,304) $ (316,944)
============= =============
Net Income (Loss) per Limited Partnership Unit:
Class A Unit (34,643 Units) $ (10.40) $ (9.28)
============= =============
Class B Unit (3,290 Units) $ 2.42 $ 2.48
============= =============
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND PLUS,
(A Limited Partnership)
STATEMENT OF CHANGES IN PARTNERS' EQUITY (DEFICIENCY)
For the Three Months Ended June 30, 2000
(Unaudited)
<TABLE>
<CAPTION>
Investor Investor Net
Initial Limited Limited Unrealized
General Limited Partners, Partners, Gains
Partners Partner Class A Class B (Losses) Totals
<S> <C> <C> <C> <C> <C> <C>
Balance at March 31, 2000 $ (187,109) $ 5,000 $ 12,319,545 $ 2,513,760 $ (12,412) $ 14,638,784
---------- --------- -------------- ----------- ----------- --------------
Comprehensive Income (Loss):
Change in net unrealized
losses on marketable
securities available for sale - - - - 1,569 1,569
Net Income (Loss) (3,889) - (360,362) 7,947 - (356,304)
---------- --------- -------------- ----------- ----------- --------------
Comprehensive Income (Loss) (3,889) - (360,362) 7,947 1,569 (354,735)
---------- --------- -------------- ----------- ----------- --------------
Balance at June 30, 2000 $ (190,998) $ 5,000 $ 11,959,183 $ 2,521,707 $ (10,843) $ 14,284,049
========== ========= ============== =========== =========== ==============
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND PLUS,
(A Limited Partnership)
STATEMENTS OF CASH FLOWS
For the Three Months Ended June 30, 2000 and 1999
(Unaudited)
<TABLE>
<CAPTION>
2000 1999
------------- -------------
<S> <C> <C>
Net cash used for operating activities $ (16,753) $ (18,995)
------------- -------------
Net cash provided by investing activities 45,464 48,985
------------- -------------
Net increase in cash and cash equivalents 28,711 29,990
Cash and cash equivalents, beginning 216,088 87,134
------------- -------------
Cash and cash equivalents, ending $ 244,799 $ 117,124
============= =============
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND PLUS,
(A Limited Partnership)
NOTES TO THE FINANCIAL STATEMENTS
(Unaudited)
The unaudited financial statements presented herein have been prepared in
accordance with the instructions to Form 10-QSB and do not include all of the
information and note disclosures required by generally accepted accounting
principles. These statements should be read in conjunction with the financial
statements and notes thereto included with the Fund's Form 10-KSB for the year
ended March 31, 2000. In the opinion of management, these financial statements
include all adjustments, consisting only of normal recurring adjustments,
necessary to present fairly the Fund's financial position and results of
operations. The results of operations for the periods may not be indicative of
the results to be expected for the year.
The Managing General Partner has elected to report results of the Local Limited
Partnerships on a 90 day lag basis because the Local Limited Partnerships report
their results on a calendar year basis. Accordingly, the financial information
about the Local Limited Partnerships that is included in the accompanying
financial statements is as of March 31, 2000 and 1999.
1. Investments in Local Limited Partnerships
The Fund uses the equity method to account for its limited partnership interests
in twenty-five Local Limited Partnerships which own and operate multi-family
housing complexes, most of which are government assisted. The Fund, as Investor
Limited Partner pursuant to the various Local Limited Partnership Agreements,
which contain certain operating and distribution restrictions, has acquired a
99% interest in the profits, losses, tax credits and cash flows from operations
of each of the Local Limited Partnerships, except for Livingston Arms,
Metropolitan and New Garden Place, in which 82%, 98.75% and 97.9% interests have
been acquired, respectively. Upon dissolution, proceeds will be distributed
according to each respective partnership agreement.
The following is a summary of Investments in Local Limited Partnerships at June
30, 2000:
<TABLE>
<CAPTION>
Capital contributions and advances paid to Local Limited Partnerships and purchase
<S> <C>
price paid to withdrawing partners of Local Limited Partnerships $ 27,261,729
Cumulative equity in losses of Local Limited Partnerships (excluding
cumulative unrecognized losses of $569,149) (12,642,003)
Cash distributions received from Local Limited Partnerships (907,993)
-------------
Investments in Local Limited Partnerships before adjustments 13,711,733
Excess of investment costs over the underlying net assets acquired:
Acquisition fees and expenses 1,122,226
Accumulated amortization of acquisition fees and expenses (220,350)
-------------
14,613,609
Reserve for valuation for Investments
in Local Limited Partnerships (1,876,176)
-------------
$ 12,737,433
=============
</TABLE>
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND PLUS,
(A Limited Partnership)
NOTES TO THE FINANCIAL STATEMENTS (continued)
(Unaudited)
1. Investments in Local Limited Partnerships (continued)
The Fund's share of the net losses of the Local Limited Partnerships, for the
three months ended June 30, 2000 is $398,923. For the three months ended June
30, 2000, the Fund has not recognized $95,219 of equity in losses relating to
four Local Limited Partnerships in which cumulative equity in losses have
exceeded its total investment.
2. Other Investments
Other investments consists of the aggregate cost of the Treasury STRIPS
purchased by the Fund for the benefit of the Class B Limited Partners. The
amortized cost at June 30, 2000 is composed of the following:
<TABLE>
<CAPTION>
<S> <C>
Aggregate cost of Treasury STRIPS $ 918,397
Accumulated accretion of
Original Issue Discount 786,697
-----------
$ 1,705,094
===========
</TABLE>
Maturity dates for the STRIPS held at June 30, 2000 range from February 15,
2007 to May 15, 2010 and have a final maturity value of $3,290,000.
3. Commitments
At June 30, 2000, the Fund has committed to make future capital contributions
and pay future purchase price installments on its investments in Local Limited
Partnerships. These future payments are contingent upon the achievement of
certain criteria as set forth in the Local Limited Partnership Agreements and
total approximately $158,000.
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND PLUS,
(A Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Certain matters discussed herein constitute forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995. The Fund
intends such forward-looking statements to be covered by the safe harbor
provisions for forward-looking statements and is including this statement for
purposes of complying with these safe harbor provisions. Although the Fund
believes the forward-looking statements are based on reasonable assumptions, the
Fund can give no assurance that their expectations will be attained. Actual
results and timing of certain events could differ materially from those
projected in or contemplated by the forward-looking statements due to a number
of factors, including, without limitation, general economic and real estate
conditions and interest rates.
Liquidity and Capital Resources
At June 30, 2000, the Fund had cash and cash equivalents of $244,799 as compared
with $216,088 at March 31, 2000. The increase is primarily attributable to
proceeds from sales and maturities of marketable securities and cash
distributions received from Local Limited Partnerships. These increases are
partially offset by purchases of marketable securities and advances to Local
Limited Partnerships.
Under the terms of the Partnership Agreement, the Fund initially designated 4%
of the Adjusted Gross Proceeds (which generally means Gross Proceeds minus the
amounts committed to the acquisition of Treasury STRIPS) from the sale of Units
as a reserve for working capital of the Fund and contingencies related to the
ownership of Local Limited Partnership interests. The Managing General Partner
may increase or decrease such Reserves from time to time, as it deems
appropriate. Funds totaling approximately $383,000 have been withdrawn from
Reserves to pay legal and other fees relating to various property issues. To
date, the Fund has used approximately $343,000 of operating cash to replenish
Reserves. At June 30, 2000, approximately $1,071,000 of cash, cash equivalents
and marketable securities has been designated as Reserves. Management believes
that the investment income earned on the Reserves, along with cash distributions
received from Local Limited Partnerships, to the extent available, will be
sufficient to fund the Fund's ongoing operations. Reserves may be used to fund
operating deficits, if the Managing General Partner deems funding appropriate.
If Reserves are not adequate to cover Fund operations, the Fund will seek other
funding sources including, but not limited to, the deferral of Asset Management
Fees to an affiliate of the General Partner or working with Local Limited
Partnerships to increase cash distributions.
In the event a Local Limited Partnership encounters operating difficulties
requiring additional funds, the Fund might deem it in its best interest to
provide such funds, voluntarily, in order to protect its investment. The Fund
has advanced approximately $213,000 to Local Limited Partnerships to fund
operating deficits.
At June 30, 2000, the Fund has committed to make future capital contributions
and pay future purchase price installments on its investments in Local Limited
Partnerships. These future payments are contingent upon the achievement of
certain criteria as set forth in the Local Limited Partnership Agreements and
total approximately $158,000.
Since the Fund invests as a limited partner, the Fund has no contractual duty to
provide additional funds to Local Limited Partnerships beyond its specified
investment. Thus, at June 30, 2000, the Fund had no contractual or other
obligation to any Local Limited Partnership which had not been paid or provided
for, except as noted above.
Cash Distributions
No cash distributions were made during the three months ended June 30, 2000.
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND PLUS,
(A Limited Partnership)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
Results of Operations
The Fund's result of operations for the three months ended June 30, 2000
resulted in a net loss of $356,304, as compared to a net loss of $316,944 for
the same period in 1999. The increase in net loss is primarily attributable to
slight increases in equity in losses of Local Limited Partnerships and general
and administrative expenses.
Property Discussions
As previously reported, Bancroft Street Apartments (Toledo, Ohio) continues to
experience significant operating deficits due to occupancy issues and
deteriorating market conditions. The Managing General Partner and Local General
Partner are currently negotiating with the lender to restructure the mortgage
loan. However, given the severity of the operating deficits, it is likely that
the Fund will not be able to retain its interest in the property through 2000. A
foreclosure would result in recapture of tax credits for investors, the
allocation of taxable income to the Fund and loss of future benefits associated
with this property.
As previously reported, Metropolitan Apartments (Chicago, Illinois) continues to
operate below break-even primarily due to occupancy issues. The occupancy issues
are primarily due to local market conditions and, as a result, the quality of
the tenants willing to occupy the property. It is possible that Partnership
reserves may be required to fund operating deficits. The Managing General
Partner and Local General Partner are working together to develop a plan to help
mitigate some of the deficits.
Primrose (Grand Forks, North Dakota), Phoenix Housing (Moorhead, Minnesota), and
Sycamore (Sioux Falls, South Dakota) which have the same Local General Partner,
have been performing satisfactorily. However, due to concerns over the long-term
financial health of the properties, the Managing General Partner developed a
plan that will ultimately result in the transfer the Partnership's interest in
the property. In 1997, in an effort to reduce possible future risk, the Managing
General Partner consummated the transfer of 50% of the Partnership's interest in
capital and profits in Primrose, Phoenix Housing and Sycamore to an affiliate of
the Local General Partner. Subsequently, effective June 17, 1999, the Local
General Partner transferred both its general partner interest and transferred
48.5% of its interest in capital and profits in Primrose, Phoenix Housing and
Sycamore to a non-affiliated, non-profit general partner. The Managing General
Partner has the right to put the Fund's remaining interest to the new Local
General Partner any time after June 17, 2000. The Fund will retain its full
share of tax credits until such time as the remaining interest is put to the
Local General Partner. In addition, the Local General Partner has the right to
call the remaining interest after the tax credit period has expired.
Findley Place Apartments (Minneapolis, Minnesota) has been experiencing
operating deficits due to significant capital needs. Due to concerns regarding
the long-term viability of the property, on March 1, 2000, the Managing General
Partner developed a plan that will ultimately result in the transfer of the
Partnership's interest in the property. On March 1, 2000, the Partnership
consummated the transfer of 1% of the Partnership's interest in losses, 48.5% of
its interest in profits and 30% of its capital account to the Local General
Partner. The Managing General Partner has the right to put the Fund's remaining
interests to the Local General Partner any time after one year from the March 1,
2000 effective date. In addition, the Local General Partner has the right to
call the remaining interest after the tax credit period has expired.
The Fund has implemented policies and practices for assessing potential
impairment of its investments in Local Limited Partnerships. The investments are
analyzed by real estate experts to determine if impairment indicators exist. If
so, the carrying value is compared to the undiscounted future cash flows
expected to be derived from the asset. If there is a significant impairment in
carrying value, a provision to write down the asset to fair value will be
recorded in the Fund's financial statements.
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND PLUS,
(A Limited Partnership)
PART II OTHER INFORMATION
Items 1-5 Not applicable
Item 6 Exhibits and reports on Form 8-K
(a)Exhibits - None
(b)Reports on Form 8-K - No reports on Form 8-K were filed
during the quarter ended June 30, 2000.
<PAGE>
BOSTON FINANCIAL TAX CREDIT FUND PLUS,
(A Limited Partnership)
SIGNATURE
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.
DATED: August 14, 2000 BOSTON FINANCIAL TAX CREDIT FUND PLUS,
A LIMITED PARTNERSHIP
By: Arch Street VI, Inc.,
its Managing General Partner
/s/Randolph G. Hawthorne
Randolph G. Hawthorne
Managing Director, Vice President and
Chief Operating Officer
<PAGE>
