SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (D)
OF THE SECURITIES EXCHANGE ACT OF 1934
FORM 10-Q
F or the Period Ended June 30, 2003, Commission file number: 33-18688
--------
TPI LAND DEVELOPMENT IV LIMITED PARTNERSHIP
------------------------------------------------------
(Exact name of registrant as specified in its charter)
ARIZONA 86-0602485
- ------------------------------- ------------------------
(State or other jurisdiction of (I.R.S. Employer Identi-
incorporation organization) fication No.)
3420 E. Shea Blvd., Suite 200, Phoenix, Arizona 85028
-----------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (602) 953-5298
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
--------------- ---------------
TPI Land Investors IV
Balance Sheet
As of June 30, 2003
Jun 30, 03
------------
ASSETS
Current Assets
Checking/Savings
Checking-Bank One#0887-6373 4,591.59
------------
Total Checking/Savings 4,591.59
Other Current Assets
Cont. Rec. Tessier Properties 25,000.47
Cont. Rec.-HJTessier 252.53
------------
Total Other Current Assets 25,253.00
------------
Total Current Assets 29,844.59
Fixed Assets
Casa Grande Land -City Ded. 136,148.00
Land Acquisition-#2Casa Grande 146,205.08
------------
Total Fixed Assets 282,353.08
Other Assets
Loan Fees-Modification
Accum. Amort.-Loan Modific -10,529.79
Loan Fees-Modification - Other 10,529.79
------------
Total Loan Fees-Modification 0.00
Loan Orig Fee-Cambria
Accum.Amort.-Loan Fee C -38,000.00
Loan Orig Fee-Cambria - Other 38,000.00
------------
Total Loan Orig Fee-Cambria 0.00
Organizational Costs
Accum. Amort.-Organization Cost -30,135.74
Organizational Costs - Other 30,135.74
------------
Total Organizational Costs 0.00
Syndication Costs-Commision 239,856.00
Syndication Costs-Due Diligence 22,312.13
Syndication Costs-Legal 62,932.39
Syndication Costs-Other 98,791.09
------------
Total Other Assets 423,891.61
------------
TOTAL ASSETS 736,089.28
============
LIABILITIES & EQUITY
Liabilities
Current Liabilities
Other Current Liabilities
Accts. Payable-Pre Pet. 7/95 58,598.71
Accts.Pay-Post Pet. 7/95 8,945.90
Advance from HJT 1,200.00
Advance from TPI 16,062.86
Prop.Tax Pay-Post Petition 18,042.98
Sales Tax Payable -13.86
------------
Total Other Current Liabilities 102,836.59
------------
Total Current Liabilities 102,836.59
Long Term Liabilities
Fatco Casa Grande - Not. Pay 85,000.00
Transequity Group 14,500.00
------------
Total Long Term Liabilities 99,500.00
------------
Total Liabilities 202,336.59
Equity
Gen. Part.LP Contribution 500.00
General Partner Cont. 25,253.00
Limited Partner Contribution 2,524,800.00
Previous Retain Earnings -2,008,802.45
Net Income -7,997.86
------------
Total Equity 533,752.69
------------
TOTAL LIABILITIES & EQUITY 736,089.28
============
TPI LAND DEVELOPMENT IV LIMITED PARTNERSHIP
-------------------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
June 30, 2003
-------------
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
------------------------------------------
Nature of Partnership
---------------------
TPI Land Development IV Limited Partnership is a limited
partnership formed under the laws of the State of Arizona of which
Herve J. R. Tessier and TPI Asset Management, Inc., an Arizona
corporation, are the general partners.
The Partnership was formed to acquire parcels of unimproved or
partially improved real property for development and may acquire
operating commercial and other business real property in Arizona as
investments to hold for future appreciation.
On January 28, 1990 the Partnership offering was closed. The total
raised during the offering period was $2,525,300 or 25,253 units.
Duration of Partnership
It is the intention of the Partnership to acquire property for
investment and appreciation purposes. The Partnership may,
however, sell a portion or all of the properties in the future with
a view towards liquidation of the Partnership. Such sales could
occur approximately two to five years after property acquisition.
However, if not terminated prior to December 31, 2004, the
Partnership shall cease to exist at that date.
Amortization of Organization Costs
Organization costs represent costs incurred during the formation
period of the Partnership and are being amortized over 60 months.
Amortization of Loan Fees
-------------------------
Loan fees represent costs incurred in obtaining a note payable.
These costs are being amortized over 24 months.
-1-
TPI LAND DEVELOPMENT IV LIMITED PARTNERSHIP
-------------------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
June 30, 2003
-------------
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
------------------------------------------
Syndication Costs
-----------------
Syndication costs represent commissions incurred on the sale of
limited partnership interests and the costs of preparing the
limited partnership prospectus. These costs have been charged
against partners' contributions.
Income Taxes
------------
No provision for income taxes is made for the Partnership as the
reporting and payment of income tax is the responsibility of the
individual partners.
Partners' Preferred Return on Capital Contributions
---------------------------------------------------
As an incentive to early investment and the purchase of larger
numbers of units, limited partners will receive a preferred return
on their investment. The preferred return is determined by
applying a preference percentage (based upon the date the
contribution is received and the number of units purchased) to the
limited partner's adjusted capital account balance from the first
day of the month following the receipt of the limited partner's
investment to the date of recoupment of that Investment.
Allocation of Net Profits, Losses, and Distributions to Partners
----------------------------------------------------------------
Net profits, losses, and distributions are allocated ninety-nine
percent (99%) to the limited partners in accordance with their
respective capital percentages and one percent (1%) to the general
partners until the limited partners have collectively received
their preferred return on their adjusted capital contribution, then
one hundred percent (100%) to the general partners until they have
received twenty-five percent (25%) of the distributions to partners
after recoupment and program return, and then seventy-five percent
(75%) of the remainder to the limited partners and twenty-five
percent (25%) to the general partners.
-2-
TPI LAND DEVELOPMENT IV LIMITED PARTNERSHIP
-------------------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
June 30, 2003
-------------
NOTE 2: CONTRIBUTIONS RECEIVABLE - PARTNERS
-----------------------------------
Amounts receivable from partners for capital
contributions are as follows:
General partners' contributions
Herve J.R. Tessier
(managing general partner) $ 253
TPI Asset Management, Inc.
(managing general partner) 25,000
-------
$25,253
=======
As of June 30, 2003, the general partners had not made their
capital contributions. The contributions will be paid prior to the
partnership dissolution. Interest is not charged on the
contributions due.
NOTE 3: LAND
----
Costs incurred by the Partnership for acquisition of land as of
June 30, 2003 are as follows:
Florence Blvd. & Los Hermanos 146,205.00*
------------
$146,205.00
=============
*received water company refund and proceeds were used to offset
aqcuisition costs of land
NOTE 4: PARTNERS' CAPITAL
-----------------
Partners' capital contributions received and subscribed as of June
30, 2003 are as follows:
Limited partners contribution $2,525,300
General partners contribution 25,253
Prior years retained earning(loss) (2,008,802)
Current Year profit (loss) (7,998)
Partners' Capital $533,753
========
-3-
TPI LAND DEVELOPMENT IV LIMITED PARTNERSHIP
-------------------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
June 30, 2003
-------------
NOTE 5: NOTE PAYABLE
------------
This partnership is obligated under a promissory note for $580,200,
dated December 14, 1993 to Secured Income 93B Limited Partnership.
Interest of 14% shall accrue to the principal monthly, if unpaid.
Unless sooner paid, the entire unpaid interest and principal shall
be due and payable on December 4, 1996. These monies were used to
implement the modification agreements discussed below.
This partnership is obligated under a promissory note for $30,000
dated March 18, 1991, secured by a deed of trust on partnership
land, payable in quarterly installments of interest at 15% per
annum. Unpaid interest to accrue to principal. Unless sooner
paid, the entire unpaid interest and principal shall be due and
payable on March 18, 1994. The principal balance as of June 30,
1994 is $30,000.
Upon filing of settlement agreement and note modifications dated
March 17, 1993, the above notes were modified as follows:
Principal balance of $450,000 plus accrued interestof $211,725 as
of October 31, 1993 shall accrue interest of 17.5% effective
November 1, 1993. Monthly payments of interest only shall be due
and payable through November 1, 1994. Thereafter, principal and
interest of $16,624 shall be due monthly with the remaining
principal and interest all due and payable October 31, 1999. This
modification shall go into effect if the partnership pays to the
note holder $25,000 on or before November 1, 1993. This principal
balance has been reduced to $237,000 by the Promissory Note of
December 14, 1993.
Principal balance of $383, 212 shall be paid quarterly in
installments of $24,582 (principal and interest) beginning March
30, 1995 with interest accruing from October 1, 1992 at 10% per
annum. Remaining principal and interest shall be all due and
payable March 30, 1998. Past due interest to October 1, 1992 of
-4-
TPI LAND DEVELOPMENT IV LIMITED PARTNERSHIP
-------------------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
June 30, 2003
-------------
$86,223 shall be reduced in 1994 by impounded payment of $19160.58,
the balance all due and payable March 30, 1998. This note was
satisfied during 2002 by the deeding of property to 93B.
A new note was executed to First American Title Insurance Company
and Chicago Title Company for $44,160.58 on March 17, 1993. A non-
interest note in monthly installments of $1,840.03 commencing March
30, 1996. Remaining balance shall all be due and payable on
February 28, 1998. If this note is defaulted, an interest rate of
12% per annum shall accrue from date of default.
NOTE 6: TPI Asset Management, as general partner, has advanced operating
funds of $16,063 to the partnership.
NOTE 7: On June 26, 1995, the partnership filed a petition for
reorganization under Chapter 11 of the Bankruptcy Code. In May,
1997, the partnership emerged from Chapter 11 Bankruptcy.
NOTE 8: TPI Holdings, Inc., as the holding company of the corporate general
partner, has advanced operating funds of $9,500 to the partnership
as of March 31, 2003.
NOTE 9: On May 10, 1996, the property at 32nd Street and Baseline Rd. was
foreclosed upon by the noteholder, Mr. Hicks.
NOTE 10: On May 1, 1997, the Partnership borrowed $250,000 from TPI Land
Investors I L.P. and $310,000 from TPI Land Investors II on a first
trust deed basis secured by the Partnership's remaining real
estate parcel in Casa Grande, Arizona. The proceeds from the note
were used to replace the Ogsbury note, and thus refinance the
Partnership and allow it to emerge from Chapter 11 Bankruptcy.
During February, 1998, a further $20,000 was loaned to the
Partnership by TPI Land Investors II under the terms of this note.
During 2000, an additional $370,000 was loaned to the Partnership
by TPI Land Investors II under the terms of this note. This note
was paid during 2002 by the deeding of property to TPI I and TPI
II.
-5-
TPI LAND DEVELOPMENT IV LIMITED PARTNERSHIP
-------------------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
June 30, 2003
-------------
TPI LAND DEVELOPMENT IV LIMITED PARTNERSHIP
-------------------------------------------
Management's Discussion and Analysis of Financial
-------------------------------------------------
Conditions and Results of Operations
------------------------------------
On January 28, 1990 the Partnership offering was closed. The total raised
during the offering was $2,525,300 or 25,253 units. The main source of income
for the operating stage of the partnership is interest income from money market
instruments and income from sale of the now subdivided lots. On April 20, 1990
the partnership obtained a loan in the amount of $450,000 for the purpose of
eliminating an existing note and increasing the partnership's operating
reserves. The amount borrowed was determined by the payoff of the existing
note and estimated operating expenses and other note obligations for two years.
In the fall of 1990, the General Partner was involved in negotiations with the
original note holder of Acquisition No. 1 - Baseline and 32nd Street to
restructure the carryback on that parcel. An agreement had been reached in
principal; however, negotiations were halted when legal problems arose with the
Modification Agreement and with the title to the commercial portion of the
parcel which was to have been released to the Partnership at the time of
purchase.
To restructure its debt and reorganize the partnership, the General Partner
filed a petition for reorganization under Chapter XI of the Bankruptcy Code.
-6-
TPI LAND DEVELOPMENT IV LIMITED PARTNERSHIP
-------------------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
June 30, 2003
-------------
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 thereunto duly authorized.
TPI LAND DEVELOPMENT IV LIMITED PARTNERSHIP
By: /s/ Herve J. R. Tessier
------------------------------------
Herve J. R. Tessier
Date: August 13, 2003
----------------------
-7-