FORM 10-Q/A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 1997
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: 0-21897
WNC HOUSING TAX CREDIT FUND V, L.P., Series 4
State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
California 33-0707612
WNC HOUSING TAX CREDIT FUND V, L.P., Series 4
3158 Redhill Avenue, Suite 120
Costa Mesa, CA 92626
(714) 662-5565
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 ____ No X
<PAGE>
Part I. Financial Information
Item 1. Financial Statements
WNC HOUSING TAX CREDIT FUND IV, L.P., Series 4
(A California Limited Partnership)
INDEX TO FORM 10-Q/A
For the Quarter Ended March 31, 1997
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets, March 31, 1997 and December 31, 1996...............3
Statement of Operations
For the three months ended March 31, 1997 ...................4
Statement of Partners' Equity
For the three months ended March 31, 1997 ....................5
Statement of Cash Flows
For the three months ended March 31, 1997.....................6
Notes to Financial Statements......................................8
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations...............................13
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K..............................16
Signatures............................................................17
<PAGE>
WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4
(A California Limited Partnership)
BALANCE SHEETS
March 31, 1997 and December 31, 1996
1997 1996
---- ----
ASSETS
Cash and cash equivalents $ 2,643,984 $ 3,916,658
Cash in escrow 924,502 -
Subscriptions receivable - Note 7 477,000 861,250
Loans Receivable - Note 2 26,155 126,381
Investment in limited
partnerships - Note 3 13,577,035 6,700,570
Other assets 6,670 4,475
--------- ---------
$ 17,655,346 $ 11,609,334
============== =============
LIABILITIES AND PARTNERS' EQUITY
Liabilities:
Payable to limited partnerships - Note 5 $ 6,512,791 $ 4,267,232
Accrued fees and expenses due to
general partner and affiliates - Note 4 127,705 291,396
------- -------
6,640,496 4,558,628
--------- ---------
Commitments and contingencies - Note 8
Partners' equity (deficit):
General partner (17,636) (11,401)
Limited partners (25,000 units
authorized, 13,021 units issued
and outstanding) 11,032,486 7,062,107
---------- ---------
Total partners' equity 11,014,850 7,050,706
---------- ---------
$ 17,655,346 $ 11,609,334
================ =============
UNAUDITED
See Accompanying Notes to Financial Statements
3
<PAGE>
WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4
(A California Limited Partnership)
STATEMENT OF OPERATIONS
For the Three Months Ended March 31, 1997
Interest income $ 25,841
-------
Operating expenses:
Amortization 3,682
Asset management fees (Note 4) 5,785
Other 292
------
Total operating expenses 9,759
-----
Income from operations 16,082
Equity in loss from
limited partnerships (949)
------
Net income $ 15,133
=======
Net income allocated to:
General partner $ 151
=====
Limited partners $ 14,982
=======
Net income per weighted limited
partner unit (10,770) $ 1.39
=====
UNAUDITED
See Accompanying Notes to Financial Statements
4
<PAGE>
WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4
(A California Limited Partnership)
STATEMENT OF PARTNERS' EQUITY
For the Three Months Ended March 31, 1997
<TABLE>
<CAPTION>
General Limited
Partner Partner Total
------- ------- -----
<S> <C> <C> <C>
Equity (deficit), December 31, 1996 $ (11,401) $ 7,062,107 $ 7,050,706
Capital contributions 4,607,625 4,607,625
Offering expenses (632,228) (638,614)
(6,386)
Capital issued for notes receivable (20,000) (20,000)
-
Net income 151 14,982 15,133
--- ------ ------
Equity (deficit), March 31, 1997 $ (17,636) $ 11,032,486 $ 11,014,850
============ ============ ===============
</TABLE>
UNAUDITED
See Accompanying Notes to Financial Statements
5
<PAGE>
WNC HOUSING TAX CREDIT FUND V, L.P., SERIES 4
(A California Limited Partnership)
STATEMENT OF CASH FLOWS
For the Three Months Ended March 31, 1997
Cash flows provided by operating activities:
Net income $ 15,133
Adjustments to reconcile net income to net
cash used in operating activities:
Equity in loss of limited partnerships 949
Amortization 3,682
Asset management fee 5,785
Change in other assets (2,195)
Accrued fees and expense due to
general partner and affiliates 14,242
------
Net cash provided by operating activities 37,596
------
Cash flows used by investing activities:
Investment in limited partnerships (4,251,906)
Cash in escrow (924,502)
Loans receivable 100,226
Acquisition fees and costs (383,631)
Advance to affiliate (71,894)
-------
Net cash used by investing activities (5,531,707)
----------
Cash flows provide by financing activities:
Capital contributions 4,971,875
Offering expenses (750,438)
--------
Net cash provided by financing activities 4,221,437
---------
Net decrease in cash and cash equivalents (1,272,674)
Cash and cash equivalents, beginning of period 3,916,658
---------
Cash and cash equivalent, end of period $ 2,643,984
============
UNAUDITED
See Accompanying Notes to Financial Statements
6
<PAGE>
WNC HOUSING TAX CREDIT FUND V, L.P., Series 4
(A California Limited Partnership)
STATEMENT OF CASH FLOWS (CONTINUED)
For the Period Three Months Ended March 31, 1997
SUPPLEMENTAL DISCLOSURE OF NONCASH FINANCING AND INVESTING ACTIVITIES:
During the three months ended March 31, 1997, the Partnership incurred, but did
not pay, $2,245,559 of payables to payables to limited partnerships (in
connection with its investments in limited partnerships) (see Note 4)
During the three months ended March 31, 1997, the Partnership incurred, but did
not pay $2,400 of payables to an affiliate for offering and acquisition expenses
(See Note 3.)
As of March 31, 1997, $477,000 of capital contributions were recorded as
subscriptions receivable.
During the three months ended March 31, 1997, the Partnership incurred, but did
not pay $5,785 of payables to an affiliate for management fees (See Note 4.)
UNAUDITED
See Accompanying Notes to Financial Statements
7
<PAGE>
WNC HOUSING TAX CREDIT FUND V, L.P., Series 4
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
NOTE 1 -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
- --------------------------------------------------
Organization
- ------------
WNC Housing Tax Credit Fund, V, L.P., Series 4 (the "Partnership") was formed
under the California Revised Limited Partnership Act on July 26, 1994 and
commenced operations on July 1, 1996. The Partnership was formed to invest
primarily in other limited partnerships which will own and operate multi-family
housing complexes that will qualify for low income housing credits.
The information contained in the following notes to the financial statements is
condensed from that which would appear in the annual financial statements;
accordingly, the financial statements included herein should be reviewed in
conjunction with the financial statements and related notes thereto contained in
the Partnership's financial statements for the period ended December 31, 1996
(audited).
In the opinion of the Partnership, the accompanying unaudited financial
statements contain all adjustments (consisting of only normal recurring
accruals) necessary to present fairly the financial position as of March 31,
1997 and the results of operations and changes in cash flows for the three
months ended March 31, 1997. Accounting measurements at interim dates inherently
involve greater reliance on estimates than at year end. The results of
operations for the interim period presented are not necessarily indicative of
the results for the entire year.
The general partner of the Partnership is WNC & Associates, Inc. (the "General
Partner".) Wilfred N. Cooper, Sr., through the Cooper Revocable Trust, owns 70%
of the outstanding stock of WNC & Associates, Inc. John B. Lester, Jr. is the
original limited partner of the Partnership and owns, through the Lester Family
Trust, 30% of the outstanding stock of WNC & Associates, Inc.
Allocations Under the Terms of the Partnership Agreement
- --------------------------------------------------------
The General Partner has a 1% interest in operating profits and losses, taxable
income and loss and in cash available for distribution from the Partnership. The
limited partners will be allocated the remaining 99% of these items in
proportion to their respective investments.
After the limited partners have received sale or refinancing proceeds equal to
their capital contributions and their return on investment (as defined in the
Partnership's Agreement of Limited Partnership) and the general partner has
received a subordinated disposition fee any additional sale or refinancing
proceeds.
8
<PAGE>
WNC HOUSING TAX CREDIT FUND V, L.P., Series 4
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
NOTE 1 -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
- --------------------------------------------------------------
Allocations Under the Terms of the Partnership Agreement (Continued)
- ------------------------------------------------------------------------
will be distributed 90% to the limited partners (in proportion to their
respective investments) and 10% to the General Partner
Method of Accounting For Investment in Limited Partnerships
The Partnership accounts for its investments in limited partnerships using the
equity method of accounting, whereby the Partnership adjusts its investment
balance for its share of each limited partnership's results of operations and
for any distributions received. Costs incurred by the Partnership in acquiring
the investments in limited partnerships are capitalized as part of the
investment.
Losses from the limited partnerships will not be recognized to the extent that
the individual investment balance would be adjusted below zero.
Cash and Cash Equivalents
- -------------------------
The Partnership considers all bank certificates of deposit with a maturity of
less than three months to be cash equivalents.
Offering Expenses
- -----------------
Offering expenses consist of underwriting commissions, legal fees, printing,
filing and recordation fees, and other costs incurred with selling limited
partnership interests in the Partnership. The General Partner is obligated to
pay all offering and organization costs in excess of 14.5% (including sales
commissions) of the total offering proceeds. Offering expenses are reflected as
a reduction of partners' capital.
Organization Costs
- ------------------
Organization costs will be amortized on the straight-line method over 60 months.
NOTE 2 - LOANS RECEIVABLE
- -------------------------
Loans receivable represent amounts loaned by the Partnership to certain limited
partnerships in which the Partnership may invest. These loans will be applied
against the first capital contribution due if the Partnership ultimately
acquires a limited partnership interest. In the event that the Partnership does
not acquire a limited partnership interest, the loans are to be repaid with
interest at a rate which is equal to the rate charged to the holder. This
partnership interest was acquired in April 1997 (See Note 8).
9
<PAGE>
WNC HOUSING TAX CREDIT FUND V, L.P., Series 4
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
NOTE 3 - INVESTMENT IN LIMITED PARTNERSHIPS
- -------------------------------------------
As of March 31, 1997, the Partnership had acquired limited partnership interests
in seven limited partnerships each of which owns one apartment complex. As of
September 30, 1996, construction and rehabilitation of one of the apartment
complexes had completed construction. The Partnership, as a limited partner, is
a 99% owner and is entitled to 99% of the operating profits and losses of the
limited partnerships.
The following is a summary of the investment in limited partnerships and
reconciliation to the limited partnership accounts as of March 31, 1997:
1997 1996
---- ----
Investment balance beginning of period $6,700,570
Capital contributions to
limited partnerships 4,251,906 $1,822,912
Capital contributions payable
to limited partnerships 2,245,559 4,267,232
Capitalized acquisition fees and costs 383,631 642,606
Equity in loss of limited partnerships (949) (29,329)
Amortization of capitalized acquisition (3,682) (2,851)
---------- ----------
Investment Balance - end of period $13,577,025 $ 6,700,570
=========== ===========
Selected financial information for the three months ended March 31, 1997 from
the combined financial statements of the limited partnerships in which the
partnership has invested is as follows:
Total revenue $ 43,341
--------
Interest expense 14,700
Depreciation 8,715
Operating expenses 20,885
Total expenses 44,300
-------
Net Loss $ (959)
=======
Net loss allocable to the Partnership $ (949)
=======
10
<PAGE>
WNC HOUSING TAX CREDIT FUND V, L.P., Series 4
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
NOTE 4- RELATED PARTY TRANSACTIONS
Under the terms of its Agreement of Limited Partnership, the Partnership is
obligated to the General Partner or its affiliates for the following items:
Acquisition fees up to 7.5% of the gross proceeds from the sale of
Partnership units. Acquisition fees of $370,680 were incurred for the three
months ended March 31, 1997.
An annual management fee equal to the greater of (i) $2,000 for each
apartment complex or (ii) .275% of the gross proceeds, in either case
increased or decreased based on annual changes in the Consumer Price Index.
However, the maximum fee may not exceed .2% of the invested assets (defined
as the Partnership's capital contributions plus its allocable percentage of
the permanent financing) of the local limited partnerships. The Partnership
has incurred fees of $5,785 for the three months ended March 31, 1997.
A subordinated disposition fee in an amount equal to 1% of the sales
price of real estate sold. Payment of this fee is subordinated to the
limited partners receiving a return on investment (as defined in the
Partnership's Agreement of Limited Partnership) and is payable only if
services are rendered in the sales effort.
Accrued fees and advances due to affiliates of the General Partner included in
the accompanying balance sheet consists of the following at March 31, 1997 and
December 31,1996:
1997 1996
---- ----
Acquisition fees $ 21,271
Advances made for acquisition costs,
organizational, offering and selling expenses $139,550 220,831
Advance from affiliate for property deposit 26,155 26,155
Advance to affiliate (74,216)
Advance to affiliate for operating costs 7,292
Management fees 28,924 23,139
------- -------
Total accrued fees and advances $127,705 $291,396
======== ========
11
<PAGE>
WNC HOUSING TAX CREDIT FUND V, L.P., Series 4
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
NOTE 5 - PAYABLE TO LIMITED PARTNERSHIPS
Payable to limited partnerships at March 31, 1997 represents amounts which are
due at various times based on conditions specified in the respective local
limited partnership agreements. These contributions are payable in installments,
generally due upon the local limited partnership achieving certain operating
benchmarks, and are generally expected to be paid within two years of the
Partnership's initial investment.
NOTE 6 - SUBSCRIPTION AND INVESTOR NOTES RECEIVABLE
During the three months ended March 31, 1997, the Partnership accepted $70,000
in promissory notes from limited partners and collected payments of $50,000 for
those promissory notes previously issued. Limited partners who subscribe for ten
or more units of limited partnership interest ($10,000) may elect to pay 50% of
such purchase price in cash upon subscription and the remaining 50% by the
delivery of a promissory note payable bearing interest at the rate of 9.75% per
annum. Principal and interest are due (i) June 30, 1997 if the investor
subscribes between January 1, 1996 and December 31, 1996 or (ii) January 31,
1998 if the investor subscribes after December 31, 1996. This amount is
presented as a reduction in partners' equity.
Subscriptions receivable of $477,000 has been received subsequent to March 31,
1997 and accordingly has been classified as an asset.
NOTE 7 - INCOME TAXES
The Partnership will not make a provision for income taxes since all income and
losses will be allocated to the Partners for inclusion in their respective
returns.
NOTE 8 - COMMITMENTS AND CONTINGENCIES
In addition to the seven local limited partnerships discussed in Note 3, the
Partnership has subsequently acquired interests in four additional local limited
partnerships. This investment commits the Partnership to additional capital
contributions of approximately $1,706,000. This consists of total amount to be
invested of approximately $1,732,000 less approximately $26,000 paid by the
Partnership as of March 31, 1997. (See Note 2).
12
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operation
WNC Housing Tax Credit Fund V, L.P., Series 4 (the Partnership) is a California
Limited Partnership formed under the laws of the State of California on July 26,
1994 to acquire limited partnership interests (Local Limited Partnership
Interests) in local limited partnerships ("Local Limited Partnerships") which
own multifamily apartment complexes (Apartment Complexes) that are eligible for
low-income housing federal income tax credits (the "Low Income Housing Credit").
As of March 31, 1997, the Partnership had received subscriptions for 13,021
units of limited partnership interests ("Units"), consisting of cash, notes
receivable and subscriptions receivable of $12,310,430, $207,000 and $477,000,
respectively.
Liquidity and Capital Resources
- -------------------------------
Overall, as reflected in its Statement of Cash Flows, the Partnership had a net
decrease in cash and cash equivalents of approximately $1,273,000 for the three
months ended March 31, 1997 This decrease in cash consisted of cash provided by
(used in) operating activities, investing activities and financing activities,
of approximately $38,000, $(5,532,000), and $4,221,000. Cash provided from
financing activities consisted of application of loan receivable of
approximately $100,000. Cash used by investing activities consisted primarily of
capital contributions to Local Limited Partnerships, cash paid in escrow, and
payment of capitalized acquisitions costs. Cash provided and used by the
operating activities of the Partnership was minimal compared to its other
activities. Cash provided from operations consisted primarily of interest
received on cash deposits, and cash used in operations consisted primarily of
payments for operating fees and expenses. The major components of all these
activities are discussed in greater detail below.
As of December 31, 1996 and March 31, 1997 the Partnership was indebted to WNC &
Associates, Inc. in the amount of approximately $128,000 and $291,000,
respectively. The component items of such indebtedness were as follows: accrued
acquisition fees of approximately $0 and $21,000, respectively, advances to pay
front-end fees of approximately $140,000 and $221,000, respectively, accrued
asset management fees of approximately $29,000 and $23,000 respectively advances
for operating costs of approximately $7,000 and $0, advance from an affiliate of
approximately $26,000 and due from an affiliate of the general partner
approximately $74,000 and $0.
As of March 31,1997 the Partnership has received and accepted subscriptions
funds in the amount of $12,994,430, of which $207,000 currently is represented
by Promissory Notes. As of May 31,1996, as of March 31, 1997 and as of December
31, 1996, the Partnership had made capital contributions to Local Limited
Partnerships in the amount of approximately $7,969,000, 7,084,000 and
$1,823,000, respectively, and had commitments for additional capital
contributions of approximately $6,313,000, $6,557,000 and $4,568,000
respectively. Further, the Partnership had loans outstanding to Local Limited
Partnerships as of May 31, 1997, as of March 31, 1997 and as of December 31,
1996, of approximately $26,000, $26,000 and $126,000, respectively. Of the
amount outstanding as of December 31, 1996, approximately $100,000 was loaned to
OGALLALLA and was applied to the Partnership's purchase price upon acquisition
of that Local Limited Partnership Interest in January 1997. The amount remaining
of the December 31, 1996 balance and outstanding as of March 31, and May 31,
1997 of approximately $26,000 was loaned to D. HILLTOP.
13
<PAGE>
Prior to sale of the Apartment Complexes, it is not expected that any of the
Local Limited Partnerships in which the Partnership have invested or will invest
will generate cash from operations sufficient to provide distributions to the
Limited Partners in any material amount. Such cash from operations, if any,
would first be used to meet operating expenses of the Partnership, including
payment of the asset management fee to the General Partner. As a result, it is
not anticipated that the Partnerships will provide distributions to the Limited
Partners prior to the sale of the Apartment Complexes.
The Partnership's investments will not be readily marketable and may be affected
by adverse general economic conditions which, in turn, could substantially
increase the risk of operating losses for the Apartment Complexes, the Local
Limited Partnerships and The Partnerships. These problems may result from a
number of factors, many of which cannot be controlled by the General Partner.
Nevertheless, the General Partner anticipates that capital raised from the sale
of the Units will be sufficient to fund the Partnerships' investment commitments
and proposed operations.
The Partnership will establish working capital reserves of at least 3% of
capital contributions, an amount which is anticipated to be sufficient to
satisfy general working capital and administrative expense requirements of the
Partnerships excluding payment of the asset management fee as well as expenses
attendant to the preparation of tax returns and reports to the Limited Partners
and other investor servicing obligations of the Partnerships. Liquidity would,
however, be adversely affected by unanticipated or greater than anticipated
operating costs. The Partnerships' liquidity could also be affected by defaults
or delays in payment of the Limited Partners' promissory notes, from which a
portion of the working capital reserves is expected to be funded. To the extent
that working capital reserves are insufficient to satisfy the cash requirements
of the Partnerships, it is anticipated that additional funds would be sought
through bank loans or other institutional financing. The General Partner may
also apply any cash distributions received from the Local Limited Partnerships
for such purposes or to replenish or increase working capital reserves.
Under the Partnership Agreements the Partnership does not have the ability to
assess the Limited Partners for additional capital contributions to provide
capital if needed by the Partnerships or Local Limited Partnerships.
Accordingly, if circumstances arise that cause the Local Limited Partnerships to
require capital in addition to that contributed by the Partnerships and any
equity contributed by the general partners of the Local Limited Partnerships,
the only sources from which such capital needs will be able to be satisfied
(other than the limited reserves available at The Partnerships level) will be
(i) third-party debt financing (which may not be available, if, as expected, the
Apartment Complexes owned by the Local Limited Partnerships are already
substantially leveraged), (ii) additional equity contributions or advances of
the general partners of the Local Limited Partnerships (in this regard, each
local general partner is required to fund operating deficits, but only for a
period of two years following construction completion), (iii) other equity
sources (which could adversely affect the Partnerships' interest in Housing Tax
Credits, cash flow and/or proceeds of sale or refinancing of the Apartment
Complexes and result in adverse tax consequences to the Limited Partners), or
(iv) the sale or disposition of the Apartment Complexes (which could have the
same adverse effects as discussed in (iii) above). There can be no assurance
that funds from any of such sources would be readily available in sufficient
amounts to fund the capital requirement of the Local Limited Partnerships in
question. If such funds are not available, the Local Limited Partnerships would
risk foreclosure on their Apartment Complexes if they were unable to
re-negotiate the terms of their first mortgages and any other debt secured by
the Apartment Complexes to the extent the capital requirements of the Local
Limited Partnerships relate to such debt.
The Partnership's capital needs and resources are expected to undergo major
changes during their first several years of operations as a result of the
completion of their offerings of Units and their acquisition of investments.
Thereafter, the Partnerships' capital needs and resources are expected to be
relatively stable over the holding periods of the investments except to the
extent of proceeds received in payment of promissory notes and disbursed to fund
the deferred obligations of the Partnership.
14
<PAGE>
Results of Operations
---------------------
As of December 31, 1996 and March 31, 1997 the Partnership had acquired three
and seven Local Limited Partnership Interests, respectively. Each of the seven
Local Limited Partnerships receives or is expected to receive government
assistance and each of them has received a reservation for Housing Tax Credits.
As of March 31,1997, one of the Apartment Complexes in the Partnership had
commenced operations for a period less than a full year. Accordingly, the
"Equity in losses from Local Limited Partnerships" for the periods ended
December 31, 1996 and March 31, 1997 reflected in the Partnership's Statement of
Operations is not indicative of the amounts to be reported in future years.
As reflected on its Statements of Operations, The Partnership had income of
approximately $15,000 for the three months ended March 31, 1997. The component
items of revenue and expense are discussed below.
Revenue. The Partnership's revenues consisted entirely of interest earned on
promissory notes and cash deposits held in financial institutions (i) as
reserves, or (ii) pending investment in Local Limited Partnerships. Interest
revenue in future years will be a function of prevailing interest rates and the
amount of cash balances. It is anticipated that The Partnership will maintain
cash Reserves in an amount not materially in excess of the minimum amount
required by its Partnership Agreement, which is 3% of capital contributions.
Expenses. The most significant component of operating expenses was and is
expected to be the Asset Management Fee. The Asset Management Fee is equal to
the greater of (i) $2,000 for each Apartment Complex or (ii) 0.275% of gross
proceeds, and will be decreased or increased annually based on changes to the
Consumer Price Index.
Amortization expense consist of the amortization over a period of 30 years of
the Acquisition Fee and other expenses attributable to the acquisition of Local
Limited Partnership Interests.
Because of the amounts of the Asset Management Fee and amortization expense
primarily are determined by the gross proceeds from the offering, the number and
size of Apartment Complexes and the number of investors, until termination of
the Offering and investment of the net proceeds therefrom The Partnership cannot
predict with any accuracy what these amounts will be.
Equity in Losses from Local Limited Partnership. Series 3's equity in losses
from Local Limited Partnerships is equal to 99% of the aggregate net losses of
each Local Limited Partnership incurred after admission of The Partnership as a
limited partner thereof.
After rent-up all Local Limited Partnerships are expected to generate losses
during each year of operations; this is so because, although rental income is
expected to exceed cash operating expenses, depreciation and amortization
deductions claimed by the Local Limited Partnerships are expected to exceed net
rental income.
The Partnership accounts for its investments in Local Partnerships using the
equity method of accounting, whereby The Partnership reduces its investment
balance for its share of Local Partnerships' losses and distributions. Losses
are not recognized to the extent that the investment balance would be adjusted
below zero.
15
<PAGE>
Part II. Other Information
Item 1. Legal Proceedings
None.
Item 6. Exhibits and Reports on Form 8-K
1. Exhibits None.
2. Reports on Form 8-K
A current report on Form 8-K dated December 31, 1996 was filed during the
quarter ended March 31, 1997. The current report set forth information
pertaining to the acquisition by the Series 4 of three Limited Partnership
interests under Item 2 thereof and proforma financial information required by
Article 11 of Regulation S-X were provided by the current report.
A current report on Form 8-K dated February 21, 1997 was filed during the
quarter ended March 31, 1997. The current report set forth information
pertaining to the acquisition by the Series 4 of one Limited Partnership
interests under Item 2 thereof and proforma financial information required by
Article 11 of Regulation S-X were provided by the current report.
16
<PAGE>
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.
WNC HOUSING TAX CREDIT FUND V - Series 4
By: WNC & Associates, Inc. General Partner
By: /s/Theodore M. Paul
- ------------------------
Theodore M. Paul Vice President - Finance
Date: June 6, 1997
17
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000943906
<NAME> WNC HOUSING TAX CREDIT FUND V, L.P., Series 4
<MULTIPLIER> 1
<CURRENCY> US DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<EXCHANGE-RATE> 1
<CASH> 2,643,984
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 2,643,984
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 17,655,346
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 11,014,850
<TOTAL-LIABILITY-AND-EQUITY> 17,655,346
<SALES> 0
<TOTAL-REVENUES> 25,841
<CGS> 0
<TOTAL-COSTS> 9,759
<OTHER-EXPENSES> 949
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 15,133
<INCOME-TAX> 0
<INCOME-CONTINUING> 15,133
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 15,133
<EPS-PRIMARY> 1.39
<EPS-DILUTED> 0
</TABLE>
