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REDWOOD MORTGAGE INVETORS VI
(a California Limited Partnership)
Index to Form 10-K
December 31, 1995
Part I
Page No.
Item 1 - Business 3
Item 2 - Properties 4-5
Item 3 - Legal Proceedings 6
Item 4 - Submission of Matters to a vote of Security Holders
(partners) 6
Part II
Item 5 - Market for the Registrants Partners Capital and
related matters. 6
Item 6 - Selected Financial Data 7-8
Item 7 - Managements Discussion and Analysis of Financial Condition
and Results of Operations 9
Item 8 - Financial Statements and Supplementary Data 10-27
Item 9 - Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure 27
Part III
Item 10 - Directors and Executive Officers of the Registrant 27
Item 11- Executive Compensation 28
Item 12 - Security Ownership of certain Beneficial Owners and
Management 29
Item 13 - Certain Relationships and Related Transactions 29
Part IV
Item 14 - Exhibits, Financial Statement Schedules, and Reports
of Form 8-K 29-30
Signatures 31
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 10-K
Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the year ended December 31, 1995 Commission File number 33-12519
- - --------------------------------------------------------------------
REDWOOD MORTGAGE INVESTORS VI
- - --------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
California 94-3031211
- - ----------------------------------- --------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification)
incorporation or organization)
650 El Camino Real #G, Redwood City, CA 94063
- - ---------------------------------------- ---------------------------
(address of principal executive offices) (zip code)
Registrants telephone No. Including area code (415) 365-5341
- - --------------------------------------------- ----------------------
Securities registered pursuant to Section 12 (b) of the Act: None
Title of each class Name of each exchange on which registered
- - -----------------------------------------------------------------------------
Limited Partnership Units N/A
- - -----------------------------------------------------------------------------
Securities registered pursuant to Section 12 (g) of the Act:
Limited Partnership Units
Indicate by check mark whether the registrant (1) has filed all reports to
be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 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 XX NO
------------------ ------------------
At the close of the sale of units in 1989, the limited partnership units
purchased by non-affiliates was 97,715.94 units computed at $100.00 a unit for
$9,771,594, excluding General Partners Contribution of $9,772.
Documents incorporated by reference:
Portions of the Prospectus for Redwood Mortgage Investors VI, included as
part of the form S-11 Registration Statement, SEC File No. 33-12519 dated
September 3, 1987 and Supplement No.6 dated May 16, 1989, incorporated in Parts
II, III, and IV.
Part I
Item 1 - Business
Redwood Mortgage Investors VI is a California limited partnership (the
Partnership), of which D. Russell Burwell, Michael R. Burwell and Gymno
Corporation, a California corporation, are the General Partners. The address of
the General Partners is 650 El Camino Real, Suite G, Redwood City, California
94063. The Partnerships primary purpose is to invest its capital in loans
secured by Northern California properties. Partnership loans are arranged and
serviced by Redwood Home Loan Co, an affiliate of the General Partners. The
Partnerships objectives are to make investments, as referred to above, which
will:(i) provide the maximum possible cash returns which Limited Partners may
elect to (a) receive as monthly, quarterly or annual cash distributions or (b)
have earnings credited to their capital accounts and used to invest in
Partnership activities; and (ii) preserve and protect the Partnerships capital.
The Partnerships general business is more fully described under the section
entitled Investment Objectives and Criteria, pages 23-26 of the Prospectus, a
part of the above-referenced Registration Statement, which is incorporated by
reference. The Partnership was formed in September, 1987 and immediately began
issuing units. It began investing in mortgages in October,1987. At December 31,
1995, the Partnership had a balance in its mortgage loans totalling $10,402,491
with interest rates thereon ranging from 4.00% to 14.50%. Currently First Trust
Deeds comprise 42.77% of the loan portfolio with Junior loans making up 49.87%
of 2nd, 5.11% of 3rd and 2.25% of 4th Trust Deeds.. Owner-occupied homes,
combined with non-owner loans, total 28.21% of the loans. Loans to apartments
make up 10.86% of the total loans. Commercial loan origination increased from
last year, now comprising 60.93% of the portfolio, an increase of 9.94%. The
past year brought us many outstanding low loan to value lending opportunities in
the commercial segment of the market. Major concentration of loans, comprising
of 85.81% of the total loans, are in eight counties of the Bay Area. County of
Stanislaus makes up 7.36% of the loans and the balance, as stated on page five
of this report, are in the neighboring counties of the Bay Area.Loan investment
size increased this past year, and is now averaging $144,479 per loan
investment. Some of the larger loans are fractionalized between affiliated
partnerships with objectives similar to those of the Partnership to further
reduce risk. Average equity per loan transaction stood at 35.60%. A 40% equity
average on loan origination is generally considered very conservative.
Generally, the more equity, the more protection for the lender. The
Partnerships loan portfolio is in good condition with no properties in
foreclosure as of the end of December, 1995.
Item 2 - Properties
As of December 31, 1995, a summary of the Partnership's loan portfolio is
set forth below.
Loans as a Percentage of Total Loans
First Trust Deeds $ 4,449,229.46
Appraised Value of Properties 7,068,342.00
Total Investment as a % of Appraisal 62.95%
Second Trust Deed Loans 5,187,807.35
Third Trust Deed Loans 531,526.66
Fourth Trust Deed Loans* 233,928.01
First Trust Deeds due other Lenders 20,008,192.00
Second Trust Deeds due other Lenders 1,250,575.00
Third Trust Deeds due other Lenders 178,571.00
Total Debt $ 31,839,829.48
Appraised Property Value $ 49,439,750.00
Total Investments as a % of Appraisal 64.40%
Number of Loans Outstanding 72
Average Investment 144,479.05
Average Investment as a % of Net Asset 1.27%
Largest Investment Outstanding 1,279,200.00
Largest Investment as a % of Net Asset 11.21%
Loans as a Percentage of Total Loans
First Trust Deeds 42.77%
Second Trust Deeds 49.87%
Third Trust Deeds 5.11%
Fourth Trust Deeds 2.25%
---------
Total 100.00%
Loans by Type of Property Amount Percent
Owner Occupied Homes $ 2,323,009.15 22.33%
Non-Owner Occupied Homes 612,008.35 5.88%
Apartments 1,129,877.51 10.86%
Commercial 6,337,596.47 60.93%
------------------ ----------
Total 10,402,491.48 100.00%
The following is a distribution of loans outstanding as of December 31, 1995
by Counties.
Santa Clara $ 2,505,509.85 24.08%
San Mateo 2,065,543.38 19.86%
Alameda 2,000,908.66 19.23%
Contra Costa 1,070,704.34 10.29%
Stanislaus 765,623.92 7.36%
San Francisco 722,697.44 6.95%
Sonoma 336,638.05 3.24%
Sacramento 272,207.48 2.62%
El Dorado 216,586.51 2.08%
Marin 198,611.00 1.91%
Shasta 83,007.41 0.80%
Monterey 72,380.95 0.69%
Santa Cruz 66,268.80 0.64%
Solano 25,803.69 0.25%
------------------ ----------
Total $ 10,402,491.48 100.00%
* Redwood Mortgage Investors VI, together with other Redwood Partnerships
hold a second and a fourth trust deed against the secured property.In addition,
the principals behind the borrower corporation have given personal guarantees as
collateral. The overall loan to value ratio on this loan is 76.52%. Besides the
borrower paying an interest rate of 12.25%, the partnership and other lenders
will also participate in profits. We have had previous loan activity with this
borrower which had been concluded successfully, with extra earnings earned for
the other partnerships involved.
Statement of Condition of Loans:
Number of Loans in Foreclosure 0
Item 3 - Legal Proceedings
The Partnership is not a defendant in any legal actions. However, legal
actions against borrowers and other involved parties have been initiated by the
Partnership to collect unsecured accounts receivable totalling an aggregate of
$322,913. Management anticipates that the ultimate outcome of these legal
matters will not have a material adverse effect on the net assets of the
Partnership, in the light of the Partnerships allowance for doubtful accounts.
Item 4 - Submission of matters to vote of Security Holders (Partners).
No matters have been submitted to a vote of the Partnership.
Part II
Item 5 - Market for the Registrants Partners Capital and Related Matters.
120,000 units at $100 each (minimum 20 units) were offered through
broker-dealer member firms of the National Association of Securities Dealers on
a best efforts basis (as indicated in Part I item 1). All units have been sold
only in California.There is no established public trading market for the units.
Investors are in two categories. Some have opted to withdraw earnings on a
monthly, quarterly or annual basis while the others are reinvesting and
compounding the earnings.
A description of the Partnership's units, transfer restrictions, and
withdrawal provisions is more fully described under the section entitled
Description of Units and Summary of the Limited Partnership Agreement, pages
38-42 of the Prospectus, a part of the above-referenced Registration statement,
which is incorporated by reference.
As of December 31, 1995, there were 772 holders of record of the Partnerships
units. A decrease of 112 from 1994.
Item 6 - Selected Financial Data
Redwood Mortgage Investors VI began operations in October 1987. Its financial condition and results of operation
for three years to December 31, 1995 were:
Balance Sheets
Assets
December 31,
-----------------------------------------
1995 1994 1993
------------ ----------- ------------
Cash ..................................................................................... $ 283,976 $ 447,804 $ 422,305
Accounts Receivable:
Mortgage loans, secured by Deeds of Trust .............................................. 10,402,491 10,993,996 12,294,197
Accrued Interest & other fees .......................................................... 445,816 322,173 433,654
Advances on Real Estate Loans .......................................................... 131,936 30,273 76,755
Other .................................................................................. 322,913 297,426 156,673
----------- ----------- -----------
$11,303,156 $11,643,868 $12,961,279
Less Allowance for doubtful accounts ..................................................... 283,284 209,073 270,540
----------- ----------- -----------
$11,019,872 $11,434,795 $12,690,739
Real Estate Owned acquired through foreclosure
at estimated net realizable value ...................................................... 1,501,712 2,231,592 953,607
Formation loan due from RHL Co. .......................................................... 184,177 246,505 285,771
Partnership Interest ..................................................................... 456,821 -0- -0-
Due from Related Companies ............................................................... 935 -0- -0-
Prepaid expenses & other costs ........................................................... -0- -0- 1,524
=========== =========== ===========
$13,447,493 $14,360,696 $14,353,946
=========== =========== ===========
Liabilities and Partners Capital
Liabilities:
Notes Payable - Bank Line of Credit .................................................... $ 2,041,011 $ 2,376,511 $ 1,964,216
Accounts payable & accrued expenses .................................................... -0- -0- 29,328
Deferred interest on mortgage loans .................................................... -0- -0- 8,456
----------- ----------- -----------
2,041,011 2,376,511 2,002,000
Partners Capital ........................................................................ 11,406,482 11,984,185 12,351,946
----------- ----------- -----------
$13,447,493 $14,360,696 $14,353,946
=========== =========== ===========
Statements of Income
1995 1994 1993
-------------- -------------- --------------
Gross Revenue ....................................................... $1,235,726 $1,391,088 $1,619,072
Expenses ............................................................ 617,378 726,386 721,284
========== ========== ==========
Net Income .......................................................... 618,348 664,702 897,788
========== ========== ==========
Net Income: to General Partners (1%) ................................ $ 6,183 $ 6,647 $ 8,978
to Limited Partners (99%) ...................... 612,165 658,055 888,810
---------- ---------- ----------
$ 618,348 $ 664,702 $ 897,788
========== ========== ==========
Net Income per $1,000 invested by Limited
Partners for entire period:
- where income is reinvested and compounded ....................... 53 55 72
========== ========== ==========
-where partner receives income in monthly
distributions .................................................. 52 54 70
========== ========== ==========
Item 7 - Managements Discussion and Analysis of Financial Condition and
Results of Operations
On December 31, 1995, the Partnerships net capital totalled $11,406,482.
The Partnership began funding mortgage investments in October 1987, and as
of December 31, 1995 had distributed income at an average annualized
(compounded) yield of 8.27%. Current earnings are somewhat lower than those
prevalent at the outset, primarily because interest rates generally have dropped
dramatically since 1992 and reserves for losses have been increased. The
Partnership does not anticipate a significant increase or decrease in mortgage
rates in the foreseeable future and expects the prevailing interest rates to
fluctuate in a narrow range in the near future. Management expects the yield,
net of provision for losses on loans, to increase slightly in 1996.
Currently, mortgage interest rate are lower than those prevalent at the
inception of the Partnership. New loans are being originated at these lower
interest rates. The result is a reduction of the average return across the
entire portfolio held by the Partnership. In the future, interest rates likely
will change from their current levels. The General Partners cannot at this time
predict at what levels interest rates will be in the future. The General
Partners believe the rates charged by the Partnership to its borrowers will not
change significantly in the immediate future. Based upon the rates payable in
connection with the existing loans, the current and anticipated interest rates
to be charged by the Partnerships, and current reserve requirements, the General
Partners anticipate that the annualized yield next year will range only slightly
from its current rate.
Each year, the Partnership negotiates a line of credit with a commercial
bank which is secured by its mortgage loan portfolio. Currently, it has the
capacity to borrow up to $2,500,000 at Prime plus 1%, (9.50%). Current
borrowings of $2,041,011 have the effect of leveraging the portfolio about 20%.
The Partnership relies upon the line of credit, amortization of notes, pay-off
of notes, and the re-investment of earnings, after paying Partnership
distributions and operating costs, for the creation of new capital for mortgage
(loan) investments.
Considering Northern Californias recent economic slump (5 of the last 6
years) where-in business activity slumped principally in aerospace,
communications, banking, retail trade and the federal government sector causing
employment losses which was and still is reflective in property prices to a
greater or lesser degree depending on location. The Partnership's operating
results and delinquencies are within the normal range of the General Partners
expectations, based upon their experience in managing similar partnerships over
the last eighteen years. Foreclosures are a normal aspect of partnership
operations and the General Partners anticipate that they will not have a
material effect on liquidity. As of December 31, 1995, there were no properties
in foreclosure. Cash is continually being generated from interest earnings, late
charges, prepayment penalties, amortization of notes and pay-off of notes.
Currently, this amount exceeds Partnership expenses and earnings payout
requirements. As loan opportunities become available, excess cash and available
funds are invested in new loans.
The General Partners are continuously reviewing the loan portfolio, the
status of delinquencies, the underlying collateral securing these properties,
REO expenses, sales activities, and borrowers payment records and other data
relating to the loan portfolio. Data on the local real estate market, and on the
national and local economy are studied. Bases upon this information and more,
loan loss reserves and allowance for doubtful accounts are increased or
decreased. Because of the number of variables involved, the magnitude of
possible swings and our inability to control these many factors, actual results
could and do sometimes differ significantly from the General Partners
estimates.
Item 8 - Financial Statements and Supplementary Data
Redwood Mortgage Investors VI, a California Limited Partnerships list
of Financial Statements and Financial Statement schedules:
A- Financial Statements
The following financial statements of Redwood Mortgage Investors VI are
included in Item 8:
Independent Auditors Report
Balance Sheets - December 31, 1995 & 1994
Statements of Income for the three years ended December 31, 1995
Statements of Changes in Partners Capital for the three years ended
December 31, 1995
Statements of Cash Flows for the three years ended December 31, 1995
Notes to Financial Statements - December 31, 1995
B. - Financial Statement Schedules
The following financial statement schedules of Redwood Mortgage Investors VI are
included in Item 8.
Schedule II - Amounts receivable from related parties and
underwriters, promoters and employees other than related parties.
Schedule VIII - Valuation and Qualifying Accounts
Schedule IX - Short Term Borrowings
Schedule XII - Mortgage loans on real estate
All other schedules for which provision is made in the applicable
accounting regulations of the Securities and Exchange Commission are not
required under the related instructions or are inapplicable, and therefore have
been omitted.
REDWOOD MORTGAGE INVESTORS VI
(A California Limited Partnership)
FINANCIAL STATEMENTS
DECEMBER 31, 1995
(with Auditors Report Thereon)
PARODI & CROPPER
CERTIFIED PUBLIC ACCOUNTANTS
3658 Mount Diablo Blvd., Suite #205
Lafayette California 94549
(510) 284-3590
INDEPENDENT AUDITORS REPORT
THE PARTNERS
REDWOOD MORTGAGE INVESTORS VI
We have audited the financial statements and related schedules of REDWOOD
MORTGAGE INVESTORS VI (A California Limited Partnership) listed in Item 8 on
form 10-K including balance sheets as of December 31, 1995 and 1994 and the
statements of income, changes in partners capital and cash flows for the three
years ended December 31, 1995. These financial statements are the responsibility
of the Partnerships management. Our responsibility is to express an opinion on
these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. As audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of REDWOOD MORTGAGE INVESTORS
VI as of December 31, 1995 and 1994, and the results of its operations and cash
flows for the three years ended December 31, 1995 in conformity with generally
accepted accounting principles. Further, it is our opinion that the schedules
referred to above present fairly the information set forth therein in compliance
with the applicable accounting regulations of the Securities and Exchange
Commission.
PARODI & CROPPER
Lafayette, California
February 28, 1996
REDWOOD MORTGAGE INVESTORS VI
(A California Limited Partnership)
BALANCE SHEETS
DECEMBER 31, 1995 AND 1994
ASSETS
1995 1994
----------- -----------
Cash .............................................. $ 283,976 $ 447,804
----------- -----------
Accounts receivable:
Mortgage loans, secured by deeds of trust ......... 10,402,491 10,993,996
Accrued Interest on mortgage loans ................ 445,816 322,173
Advances on mortgage loans ........................ 131,936 30,273
Accounts receivables, unsecured ................... 322,913 297,426
----------- ----------
11,303,156 11,643,868
----------- ----------
Less allowance for doubtful accounts .............. 283,284 209,073
----------- -----------
11,019,872 11,434,795
----------- -----------
Real estate owned, acquired through fore-
closure, at estimated net realizable value ...... 1,501,712 2,231,592
Investment in Partnership ......................... 456,821 -0-
Formation loan due from Redwood Home Loan Co. ..... 184,177 246,505
Prepaid expenses and other assets ................. 935 -0-
----------- -----------
$13,447,493 $14,360,696
=========== ===========
LIABILITIES AND PARTNERS CAPITAL
Liabilities:
Notes payable - bank line of credit ............... $ 2,041,011 $ 2,376,511
----------- -----------
Total Liabilities ................................. $ 2,041,011 $ 2,376,511
Partners Capital .................................. 11,406,482 11,984,185
----------- -----------
$13,447,493 $14,360,696
=========== ===========
See accompanying notes to financial statements
REDWOOD MORTGAGE INVESTORS VI
(A California Limited Partnership)
STATEMENTS OF INCOME
FOR THE THREE YEARS ENDED DECEMBER 31, 1995
YEARS ENDED DECEMBER 31,
------------------------------------
1995 1994 1993
---------- ---------- ----------
Revenues:
Interest on mortgage loans .................... $1,214,443 $1,363,898 $1,576,376
Interest on bank deposits ..................... 5,206 10,798 10,976
Late charges, prepayment penalties, and fees .. 16,077 16,392 31,720
---------- ---------- ----------
1,235,726 1,391,088 1,619,072
---------- ---------- ----------
Expenses:
General partners asset management fees ....... -0- 8,942 15,523
Clerical costs through Redwood Home Loan Co. .. 23,341 -0- 31,642
Interest and line of credit costs ............. 212,915 185,131 161,705
Provision for doubtful accounts and losses
on real estate acquired through foreclosure 344,807 472,967 420,583
Professional services ......................... 19,452 45,256 73,432
Other ......................................... 16,863 14,090 18,399
---------- ---------- ----------
617,378 726,386 721,284
---------- ---------- ----------
Net Income .................................... $ 618,348 $ 664,702 $ 897,788
========== ========== ==========
Net income: To General Partners(1%) .......... $ 6,183 $ 6,647 $ 8,978
To Limited Partners (99%)......... $ 612,165 $ 658,055 $ 888,810
========== ========== ==========
$ 618,348 $ 664,702 $ 897,788
========== ========== ==========
Net income per $1,000 invested by Limited
Partners for entire period:
where income is reinvested and
compounded ............................ $ 53 $ 55 $ 72
========== ========== ==========
where partner receives income in
monthly distributions ................ $ 52 $ 54 $ 70
=========== ========== ==========
See accompanying notes to financial statements
REDWOOD MORTGAGE INVESTORS VI
(A California Limited Partnership)
STATEMENTS OF CHANGES IN PARTNERS CAPITAL
FOR THE THREE YEARS ENDED DECEMBER 31, 1995
PARTNERS CAPITAL
UNALLOCATED
GENERAL LIMITED SYNDICATION
PARTNERS PARTNERS COSTS TOTAL
-------------- --------------- ---------------- ---------------
Balances at December 31, 1992 $ 9,773 12,374,013 ( 26,879) 12,356,907
Net income 8,978 888,810 -0- 897,788
Allocation of syndication costs ( 232) ( 22,947) 23,179 -0-
Early withdrawal penalties -0- ( 10,365) 3,700 ( 6,665)
-------------- ------------ --------------- -----------
Balances at December 31, 1993 9,773 12,342,173 -0- 12,351,946
Net income 6,647 658,055 -0- 664,702
Early withdrawal penalties -0- ( 12,790) -0- ( 12,790)
Partners withdrawals ( 6,654) (1,013,019) -0- (1,019,673)
-------------- ----------- ---------------- ----------
Balances at December 31, 1994 $( 9,766) 11,974,419 -0- 11,984,185
Net income 6,183 612,165 -0- 618,348
Early withdrawal penalties -0- ( 4,336) -0- ( 4,336)
Partners withdrawals ( 6,183) (1,185,532) -0- (1,191,715)
-------------- --------------- ---------------- ------------
Balances at December 31, 1995 $ 9,766 11,396,716 -0- 11,406,482
============== =============== ================ ============
See accompanying notes to financial statements
REDWOOD MORTGAGE INVESTORS VI
(A California Limited Partnership)
STATEMENTS OF CASH FLOWS
FOR THE THREE YEARS ENDED DECEMBER 31, 1995
YEARS ENDED DECEMBER 31,
--------------------------------------
1995 1994 1993
----------- ---------- ----------
Cash flows from operating activities:
Net income .................................. $ 618,348 $ 664,702 $ 897,788
Adjustments to reconcile net income to net
cash provided by operating activities:
Increase (decrease) in allowance for
doubtful accounts ........................ 74,211 ( 61,467) 228,340
(Increase) decrease in assets:
Accrued interest & advances ............ ( 225,306) 157,963 ( 36,926)
Prepaid expenses and other assets ...... ( 935) 1,524 2,803
Increase (decrease) in liabilities:
Accounts payable and accrued expenses .. -0- ( 29,328) 28,601
Discounts on mortgage loans ............ -0- ( 8,456) ( 264)
---------- --------- -------
Net cash provided by operating activities 466,318 724,938 1,120,342
---------- --------- ----------
Cash flows from investing activities:
Net (increase) decrease in real estate
acquired through foreclosure ............. 729,880 (1,277,985) 151,545
Net (increase) decrease in mortgage loans ... 591,505 1,300,201 262,093
Decrease in formation loan .................. 62,328 39,266 68,992
(Increase) in accounts receivable, unsecured ( 25,487) ( 140,753) -0-
Investment in Partnership ................... (456,821) -0- -0-
---------- --------- -------
Net cash provided by (used in) investing
activities ............................ 901,405 ( 79,271) 482,630
---------- --------- -------
Cash flows from financing activities:
Net increase (decrease) in note payable-bank . ( 335,500) 412,295 (527,000)
Partners withdrawals ......................... (1,191,715) (1,019,673) (896,084)
Early withdrawal penalties, net .............. ( 4,336) ( 12,790) ( 6,665)
--------- --------- -------
Net cash provided by (used in) financing
activities ........................... (1,531,551) ( 620,168) (1,429,749)
---------- --------- ---------
Net increase (decrease) in cash ............... ( 163,828) 25,499 173,223
Cash - beginning of period .................... 447,804 422,305 249,082
---------- --------- --------
Cash - end of period .......................... $ 283,976 $ 447,804 $ 422,305
========== ========= =======
See accompanying notes to financial statements
REDWOOD MORTGAGE INVESTORS VI
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995
NOTE 1 ORGANIZATION AND GENERAL Redwood Mortgage Investors VI, (the
Partnership) is a California Limited partnership, of which the General
Partners are D. Russell Burwell, Michael R. Burwell and Gymno Corporation, a
California corporation owned and operated by the individual General Partners.
The partnership was organized to engage in business as a mortgage lender for the
primary purpose of making loans secured by Deeds of Trust on California real
estate. Partnership loans are being arranged and serviced by Redwood Home Loan
Co. (RHL Co.), dba Redwood Mortgage, an affiliate of the General Partners. The
offering was closed with contributed capital totaling $9,781,366.
Each months income is distributed to partners based upon their
proportionate share of partners capital. Some partners have elected to withdraw
income on a monthly, quarterly or annual basis.
A. Sales Commissions - Formation Loan
Sales commissions ranging from 0% (units sold by General Partners) to 10%
of gross proceeds were paid to RHL Co., an affiliate of the General Partners
that arranges and services the mortgage loans. To finance the sales commissions,
the Partnership loaned to RHL Co. $623,255 relating to contributed capital of
$9,781,366. The formation loan is unsecured, and is being repaid, without
interest, in ten annual installments of principal, commencing December 31, 1989.
The following reflects transactions in the Formation Loan account through
December 31, 1995:
Amount loaned during 1987,1988 and 1989 $623,255
Less:
Cash repayments $402,659
Allocation of early withdrawal penalties 36,419 439,078
=========== -----------
December 31, 1995 $184,177
===========
B. Other Organizational and Offering Expenses Organizational and offering
expenses, other than sales commissions, (including printing costs, attorney and
accountant fees, and other costs), paid by the Partnership from the offering
proceeds totaled $360,885 or 3.69% of the gross proceeds contributed by the
Partners.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Revenues and expenses are accounted for on the accrual basis of accounting.
The Partnership bears its own organization and syndication costs (other
than certain sales commissions and fees described above) including legal and
accounting expenses, printing costs, selling expenses, a 1% wholesale brokerage
fee and filing fees. Organizational costs of $14,750 were capitalized and were
amortized over a five year period. Syndication costs of $346,135 were charged
against partners capital and were allocated to individual partners consistent
with the partnership agreement over a five year period.
REDWOOD MORTGAGE INVESTORS VI
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995
Property acquired through foreclosure will be held for prompt sale to
return the funds to the loan portfolio. Such property is recorded at cost which
includes the principal balance of the former loan made by the Partnership plus
accrued interest, payments made to keep the senior loans current, costs of
obtaining title and possession, less rental income or at estimated net
realizable value, if less. The difference between such costs and estimated net
realizable value is deducted from cost in the Balance Sheet to arrive at the
carrying value of such property.
In preparing the financial statements, management is required to make
estimates based on the information available that affect the reported amounts of
assets and liabilities as of the balance sheet date and revenues and expenses
for the related periods. Such estimates relate principally to the determination
of the allowance for doubtful accounts and the valuation of real estate acquired
through foreclosure. Actual results could differ significantly from these
estimates.
Mortgage loans and the related accrued interest, fees and advances are
analyzed on a continuous basis for recoverability. Delinquencies are identified
and followed as part of the mortgage loan system. A provision is made for
doubtful accounts to adjust the allowance for doubtful accounts to an amount
considered by management to be adequate to provide for unrecoverable accounts
receivable.
Amounts reflected in the statements of income as net income per $1,000
invested by Limited Partners for the entire period are actual amounts allocated
to Limited Partners who have their investment throughout the period and have
elected to either leave their earnings to compound or have elected to receive
monthly distributions of their net income. Individual limited partner income is
allocated each month based on the limited partners pro rata share of
partnership capital. Because the net income percentage varies from month to
month, amounts per $1,000 will vary for those individuals who make or withdraw
investments during the period, or select other options. However, the net income
per $1,000 average invested has approximated those reflected for those whose
investments and options have remained constant.
No provision for Federal and State income taxes is made in the financial
statements since income taxes are the obligation of the partners if and when
income taxes apply.
NOTE 3 - GENERAL PARTNERS AND RELATED PARTIES The following are commissions
and/or fees which are paid to the General Partners and/or related parties.
A. Loan Brokerage Commissions Loan brokerage commissions for services in
connection with the review, selection, evaluation, negotiation and extension of
the mortgage loans were limited up to 12% of the principal amount of the loans
through the period ending 6 months after the termination date of the offering.
Thereafter, commissions are limited to an amount not to exceed 4% of the total
Partnership assets per year. Such commissions are paid by the borrowers, thus,
not an expense of the Partnership.
B. Loan Servicing Fees Monthly loan servicing fees are paid to Redwood Home
Loan Co. up to 1/8 of 1% (1.5% annual) of the unpaid principal, or such lesser
amount as is reasonable and customary in the geographic area where the property
securing the loan is located (currently at 1/12 of 1% or 1% annual). The amount
remitted to the partnership and recorded as interest on mortgage loans is net of
such fees. In 1993, $27,532 of the total loan servicing fee of $121,838, in 1994
$123,758 of the total loan service fees of $123,758 and in 1995 $50,741 of the
total loan service fees of $92,797 were waived by the Redwood Home Loan Co.
REDWOOD MORTGAGE INVESTORS VI
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995
C. Asset Management Fee
Pursuant to the partnership agreement, the GeneralPartners receive a
monthly fee for managing the Partnerships loan portfolio and operations equal to
1/32 of 1% (3/8 of 1% annual) of the net asset value. Such fees were reduced
from $46,569 to $15,523 in 1993; $45,974 to $8,942 in 1994, and $44,336 to $-0-
in 1995 with the difference being waived by the General Partners.
D. Other Fees
The Partnership Agreement provides for other fees such as reconveyance,
loan assumption and loan extension fees. These fees are paid by the borrowers to
parties related to the General Partners.
E. Income and Losses
All income is credited or charged to partners in relation to their
respective partnership interests. The partnership interest of the General
Partners (combined) is a total of 1%.
F. Operating Expenses
The General Partners or their affiliate (Redwood Home Loan Co.) are
reimbursed by the Partnership for all operating expenses actually incurred by
them on behalf of the Partnership, including without limitation, out-of-pocket
general and administration expenses of the Partnership, accounting and audit
fees, legal fees and expenses, postage and preparation of reports to Limited
Partners. In 1993, 1994 and 1995 clerical costs totaling $31,642, $-0- and
$23,341, respectively, were reimbursed to RHL and are included in expenses in
the Statements of Income. The 1994 expenses were absorbed by the Redwood Home
Loan Co.
NOTE 4 OTHER PARTNERSHIP PROVISIONS
A. Term of the Partnership
The term of the Partnership is approximately 40 years, unless sooner
terminated as provided. The provisions provided for no capital withdrawal for
the first five years, subject to the penalty provision set forth in (D) below.
Thereafter, investors have the right to withdraw over a five-year period, or
longer.
B. Election to Receive Monthly, Quarterly or Annual Distributions
Upon subscriptions, investors elected either to receive monthly, quarterly
or annual distributions of earnings allocations, or to allow earnings to
compound for at least a period of 5 years.
C. Profits and Losses
Profits and losses are allocated monthly among the Limited Partners
according to their respective capital accounts after 1% is allocated to the
General Partners.
D. Withdrawal From Partnership
A Limited Partner had no right to withdraw from the Partnership or to
obtain the return of his capital account for at least five years after such
units are purchased which in all instances has occurred by December 31, 1995.
After that time, at the election of the Partner, capital accounts can be
returned over a five year period in 20 equal quarterly installments or such
longer period as is requested.
REDWOOD MORTGAGE INVESTORS VI
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995
Notwithstanding the above, in order to provide a certain degree of
liquidity to the Limited Partners, the General Partners will liquidate a Limited
Partners entire capital account in four quarterly installments beginning on the
last day of the calendar quarter following the quarter in which the notice of
withdrawal is given. Such liquidations shall, however, be subject to a 10% early
withdrawal penalty applicable to any sums withdrawn prior to the time when such
sums otherwise could have been withdrawn pursuant to the liquidation procedure
set forth above. The 10% early withdrawal penalty will be received by the
Partnership, and a portion of the sums collected as such penalty will be applied
toward the next installment(s) of principal under the Formation Loan owed to the
Partnership by Redwood Home Loan Co. Such portion shall be determined by the
ratio between the initial amount of Formation Loan and the total amount of other
organization and syndication costs incurred by the Partnership in this offering.
The balance of any such early withdrawal penalties shall be retained by the
Partnership for its own account and applied against syndication costs. Since the
syndication costs have been fully amortized as of December 31, 1993, the early
withdrawal penalties gained in the future will be applied on the same basis as
before with the amount otherwise being credited to the syndication costs being
credited to income for the period.
The Partnership will not establish a reserve from which to fund withdrawals
and, accordingly, the Partnership's capacity to return a Limited Partners
capital account is restricted to the availability of Partnership cash flow.
Furthermore, no more than 20% of the total Limited Partners capital accounts
outstanding at the beginning of any year shall be liquidated during any calendar
year.
NOTE 5 - INVESTMENT IN PARTNERSHIP.
The Partnerships interest in land acquired through foreclosure, located in
East Palo Alto with costs totalling $456,821 has been invested with that of two
other Partnerships (total cost $941,050) in a partnership which is in the
process of constructing approximately 72 single family homes for sale. Redwood
Mortgage Investors V, VI, and VII have first priority on return of investment
plus interest thereon, in addition to a share of profits realized.
NOTE 6 - NOTES PAYABLE BANK - LINE OF CREDIT
The Partnership has a bank line of credit secured by its mortgage loan
portfolio up to $2,500,000 at 1% over prime. The balances were $2,376,511 and
$2,041,011 at December 31, 1994 and 1995, respectively, and the interest rate at
December 31, 1995 was 9.5% (8.5% prime + 1%).
NOTE 7 - LEGAL PROCEEDINGS
The Partnership is not a defendant in any legal actions. However, legal
actions against borrowers and other involved parties have been initiated by the
Partnership to help assure payments against unsecured accounts receivable
totaling $322,913.
Management anticipates that the ultimate outcome of the legal matters will
not have a material adverse effect on the net assets of the Partnership, with
due consideration having been given in arriving at the allowance for doubtful
accounts.
REDWOOD MORTGAGE INVESTORS VI
(A California Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995
NOTE 8 - ASSET CONCENTRATIONS AND CHARACTERISTICS
The mortgage loans are secured by recorded deeds of trust. At December 31,
1995, there were 72 loans outstanding with the following characteristics:
Number of loans outstanding 72
Total loans outstanding $10,402,491
Average loan outstanding $ 144,479
Average loan as percent of total 1.39%
Average loan as percent of Partners Capital 1.27%
Largest loan outstanding $1,279,200
Largest loan as percent of total 12.30%
Largest loan as percent of Partners Capital 11.21%
Number of counties where security is located
(all California) 14
Largest percentage of loans in one county 24.08%
Average loan to appraised value of security
at time loan was consummated 64.40%
Number of loans in foreclosure 0
The cash balance at December 31, 1995 of $283,976 was in two banks with
interest bearing balances totalling $265,269. The balances exceeded FDIC
insurance limits (up to $100,000 per bank) by $181,650.
SCHEDULE II
AMOUNTS RECEIVABLE FROM RELATED PARTIES AND UNDERWRITERS,
PROMOTERS AND EMPLOYEES OTHER THAN RELATED PARTIES. RULE 12-03
Column A Column B Column C Column D Column E
Name of Debtor Balance Beg. Additions Deductions Balance at end of period
of period
12/31/94
(1) (2) (1) (2)
Amounts Amounts Current Not Current
collected written 12/31/95
off
Redwood Home Loan Co. ............. $246,505 $ -0- $ 59,581 $ 2,747* $ -0- $184,177
The above schedule represents the formation loan borrowed by Redwood Home Loan Co. from the Partnership to
pay for the selling commissions on units. It is an unsecured loan and bears no interest. It is being repaid
to the Partnership in ten equal annual installments of principal only commencing December 31, 1989.
* The amount written off is comprised of the application of the applicable portion of early withdrawal
penalties as provided in the prospectus.
SCHEDULE VIII
VALUATION AND QUALIFYING ACCOUNTS
REDWOOD MORTGAGE INVESTORS VI
Col. A Col. B Col. C Col. D Col. E
Description Balance Additions Deductions Balance at
Beginning -------------------------------- Describe End of Period
of Period (1) (2)
Charged to Charged to Other
Costs Accounts -
& Expenses Describe
Year Ended
12/31/95
Deducted from
Asset Accounts:
Allowance for
Doubtful Accounts $209,073 $ 74,719 -0- $ 508 * $283,284
* Deductions represent amount determined to be uncollectable. Hence written off.
** Write-off of real estate acquired through foreclosure was $270,088, for
total recognized losses of $344,807.
SCHEDULE IX
SHORT-TERM BORROWINGS
REDWOOD MORTGAGE INVESTORS VI - RULE 12-10
Col. A Col. B Col. C Col. D Col. E Col. F
Category of Balance at end Weighted Maximum Amount Average Amount Weighted
Aggregate of Period Average Outstanding Outstanding Average
Short-Term Interest Rate During the During the Interest Rate
Borrowings Period Period During the
Period
- - ------------------ ----------------- ----------------- ----------------- ----------------- -----------------
Year-Ended
12/31/95 $2,041,011 9.99% $2,256,511 $2,131,230 9.99%
SCHEDULE XII
MORTGAGE LOANS ON REAL ESTATE.
RULE 12-29 MORTGAGE LOANS ON REAL ESTATE
Col. A Col. B Col. C Col. D Col. E Col. F Col. G Col. H Col. I Col. J
Descp. Interest Final Periodic Prior Face Amt. Carrying Principal Type of Geographic
Rate Maturity Payment Liens of amount of amount Lien County
Date Terms Mortgages mortgages of loans Location
(original subject
amount) to
Delinq.
Principal
or
Interest
Comm. 14.500% 09/01/95 $ 727.05 $ -0- $60,000.00 $ 59,126.22 -0- 1st Mtg Alameda
Comm. 14.500% 09/01/95 2,241.96 250,000 185,000.00 182,324.87 -0- 2nd Mtg San Mateo
Res. 14.950% 08/01/95 1,243.81 -0- 98,680.00 98,571.95 -0- 1st Mtg Alameda
Comm. 14.500% 12/01/95 918.42 -0- 75,00.00 73,779.91 -0- 1st Mtg Alameda
Res. 14.000% 09/01/06 399.52 32,494 30,000.00 26,485.82 -0- 3rd Mtg Santa Cruz
Res. 13.750% 10/01/96 1,833.33 369,163 160,000.00 160,000.00 -0- 2nd Mtg San Mateo
Comm. 13.750% 10/01/96 644.53 -0- 56,250.00 56,250.00 -0- 1st Mtg Santa Clara
Res. 12.500% 12/01/07 554.63 -0- 45,000.00 39,782.98 -0- 1st Mtg Santa Cruz
Res. 10.000% 12/24/01 545.86 -0- 67,257.75 62,570.19 -0- 1st Mtg Alameda
Comm. 13.875% 08/01/96 289.06 -0- 25,000.00 25,000.00 -0- 1st Mtg Santa Clara
Res. 7.375% 02/01/99 602.96 -0- 87,300.00 83,734.59 -0- 1st Mtg Alameda
Res. 6.000% 04/01/97 106.81 10,470 21,361.99 21,361.99 -0- 2nd Mtg Sacramento
Res. 4.000% 04/01/97 113.30 -0- 23,130.95 23,130.86 -0- 1st Mtg Sacramento
Res. 4.000% 04/01/97 120.00 -0- 24,384.59 24,384.52 -0- 1st Mtg Sacramento
Res. 4.000% 04/01/96 170.00 -0- 34,702.33 34,702.25 -0- 1st Mtg Sacramento
Apts. 13.000% 08/01/97 1,106.20 487,566 100,000.00 97,767.39 -0- 3rd Mtg San Mateo
Comm. 7.000% 08/06/02 551.36 30,802 82,873.25 79,822.84 -0- 2nd Mtg Alameda
Comm. 12.750% 10/01/97 1,086.69 -0- 100,000.00 98,945.81 -0- 1st Mtg Santa Clara
Res. 13.000% 03/29/95 2,267.03 308,267 209,500.00 209,500.00 -0- 2nd Mtg Santa Clara
Res. 5.000% 11/01/97 844.85 -0- 115,140.00 110,424.00 -0- 1st Mtg San Mateo
Comm. 12..500% 01/01/08 1,343.45 64,620 109,000.00 100,564.37 -0- 2nd Mtg Santa Clara
Comm. 12.250% 01/01/98 5,104.16 442,592 499,998.81 499,998.81 -0- 2nd Mtg Contra Costa
Comm. 12.000% 04/01/98 110.00 32,875 11,000.00 11,000.00 -0- 2nd Mtg San Francisco
Comm. 12.000% 06/01/98 497.08 -0- 58,500.00 47,976.66 -0- 1st Mtg Sonoma
Apts. 12.500% 08/01/97 476.67 89,904 75,000.00 72,957.30 -0- 2nd Mtg Sacramento
Res. 12.000% 07/01/98 2,417.24 67,312 235,000.00 216,586.51 -0- 2nd Mtg El Dorado
Res. 13.500% 09/01/08 280.90 18,085 21,635.32 20,498.45 -0- 2nd Mtg Contra Costa
Comm. 12.000% 11/01/98 2,057.23 11,864 200,000.00 85,670.56 -0- 2nd Mtg Sacramento
Res. 10.000% 11/01/94 478.54 -0- 57,425.00 57,425.00 -0- 1st Mtg San Mateo
Comm. 10.000% 12/01/98 1,755.14 -0- 200,000.00 197,767.18 -0- 1st Mtg Stanislaus
Comm. 12.250% 01/01/98 2,433.81 1,126,508 249,999.40 233,928.01 -0- 4th Mtg Contra Costa
Comm. 10.000% 12/01/98 5,046.04 -0- 575,000.00 568,272.68 -0- 1st Mtg Alameda
Comm. 7.000% 12/01/03 1,151.48 562,500 99,172.75 84,454.39 -0- 2nd Mtg Alameda
Apts 11.750% 05/01/96 3,162.79 2,369,828 370,000.00 316,279.07 -0- 2nd Mtg Contra Costa
Comm. 12.000% 02/01/99 11,441.35 -0- 1,279,200.00 1,279,200.00 -0- 1st Mtg Santa Clara
Res. 12.000% 06/01/04 1,053.22 50,205 100,000.00 98,892.84 -0- 2nd Mtg Santa Clara
Res. 11.000% 06/01/99 1,904.66 -0- 200,000.00 198,611.00 -0- 1st Mtg Marin
Comm. 12.000% 07/01/96 1,352.50 679,258 135,250.00 135,250.00 -0- 3rd Mtg Sonoma
Comm. 11.000% 10/01/96 5,041.67 3,784,000 550,000.00 550,000.00 -0- 2nd Mtg San Mateo
Comm. 8.500% 11/07/99 515.73 -0- 72,809.59 72,809.59 -0- 1st Mtg Sonoma
Comm. 11.500% 12/20/96 5,441.96 146,582 567,856.74 567,856.74 -0- 2nd Mtg Stanislaus
Res. 8.000% 12/01/00 500.00 148,004 52,500.00 50,507.43 -0- 2nd Mtg Santa Clara
Apts. 7.000% 02/10/95 234.06 80,250 40,125.00 40,125.00 -0- 2nd Mtg San Francisco
Col. A Col. B Col. C Col. D Col. E Col. F Col. G Col. H Col. I Col. J
Descp. Interest Final Periodic Prior Face Amt. Carrying Principal Type of Geographic
Rate Maturity Payment Liens of amount of amount Lien County
Date Terms Mortgages mortgages of loans Location
(original subject
amount) to
Delinq.
Principal
or
Interest
Res. 12.000% 06/24/94 100.00 -0- 10,000.00 10,000.00 -0- 1st Mtg Sacramento
Res. 12.000% 03/01/98 1,275.15 -0- 280,000.00 130,606.09 -0- 1st Mtg Alameda
Apts. 11.500% 04/01/05 1,047.31 -0- 150,000.00 93,440.22 -0- 1st Mtg San Francisco
Apts. 12.500% 04/01/00 219.36 231,000 9,750.00 8,772.57 -0- 2nd Mtg Alameda
Comm. 9.000% 05/10/02 670.52 -0- 83,333.33 83,007.41 -0- 1st Mtg Shasta
Comm. 12.000% 12/31/99 4,500.00 2,439,050 450,000.00 450,000.00 -0- 2nd Mtg Santa Clara
Res. 8.000% 09/27/00 482.54 96,429 72,380.95 72,380.95 -0- 2nd Mtg Monterey
Comm. 11.500% 04/30/96 2,913.30 137,551 149,400.14 149,400.14 -0- 2nd Mtg San Francisco
Res. 13.500% 03/01/03 467.39 -0- 36,000.00 25,803.69 -0- 1st Mtg Solano
Apts. 13.000% 06/01/97 3,042.05 4,125,105 275,000.00 251,251.73 -0- 2nd Mtg Alameda
Res. 13.500% 08/01/03 292.12 42,238 22,500.00 16,208.14 -0- 2nd Mtg San Mateo
Res. 10.000% 08/01/03 576.96 262,720 49,000.00 37,229.64 -0- 2nd Mtg San Mateo
Apts. 13.000% 09/01/98 807.53 -0- 73,000.00 68,006.90 -0- 1st Mtg Alameda
Apts. 13.000% 11/01/03 759.15 341,094 60,000.00 44,627.93 -0- 2nd Mtg San Francisco
Comm. 13.750% 11/01/03 2,202.61 -0- 167,500.00 120,342.97 -0- 1st Mtg Alameda
Apts. 14.000% 03/01/92 1,184.87 960,000 100,000.00 97,567.83 -0- 2nd Mtg Santa Clara
Res. 13.625% 04/01/92 1,816.67 45,884 160,000.00 139,263.31 -0- 2nd Mtg San Mateo
Comm. 14.500% 05/01/04 4,233.05 532,392 310,000.00 244,912.91 -0- 2nd Mtg San Mateo
Res. 11.500% 06/01/97 3,113.39 -0- 314,000.00 311,595.63 -0- 1st Mtg Alameda
Comm. Prime + 7 11/20/95 1,052.47 185,351 200,000.00 199,332.60 -0- 3rd Mtg San Mateo
Apts. 14.000% 06/01/92 473.95 196,000 40,000.00 39,081.57 -0- 3rd Mtg Santa Clara
Res. 14.250% 07/01/04 984.46 78,672 73,000.00 58,713.83 -0- 2nd Mtg San Francisco
Res. 14.000% 07/01/99 733.96 -0- 61,943.70 60,548.91 -0- 1st Mtg San Mateo
Comm. 14.500% 08/01/04 1,365.50 -0- 100,000.00 80,601.80 -0- 1st Mtg Sonoma
Res. 14.500% 04/01/05 546.20 150,804 40,000.00 33,609.28 -0- 3rd Mtg San Francisco
Res. 14.500% 07/01/92 2,416.67 340,827 200,000.00 200,000.00 -0- 2nd Mtg San Francisco
Res. 10.000% 06/29/96 847.39 -0- 96,559.83 91,781.04 -0- 1st Mtg San Francisco
Res. 10.000% 08/01/00 1,428.14 -0- 160,000.00 161,029.41 -0- 1st Mtg San Mateo
Res. 14.500% 08/01/92 604.17 109,072 50,000.00 49,077.20 -0- 2nd Mtg San Mateo
Total $ 110,323.93 21,437,338 11,153,421.42 10,402,491.48 -0-
Schedule XII
Reconciliation of carrying amount of mortgage at close of period (12/31/95)
Balance at beginning of period 12/31/94 $10,993,996
Additions during period:
New Mortgage loans $2,062,626
Other -0- $2,062,626
- - --------------------------------------------------------------------
$13,056,622
Deduction during period:
Collections of principal $2,273,233
Foreclosures 357,461
Cost of mortgage sold -0-
Amortization of Premium -0-
Other 23,437 $2,654,131
- - --------------------------------------------------------------------
Balance at close of period (12/31/95) $10,402,491
-----------
Item 9 - Changes in and Disagreements with Accountants on Accounting
and Financial Disclosure.
The Partnership has neither changed its accountants nor does it have
any disagreement on any matter of accounting principles or practices and
financial statement disclosures.
Part III
Item 10 - Directors and Executive Officers of the Registrant.
The Partnership has no officers or directors. Rather, the activities of the
Partnership are managed by the three General Partners of which two individuals
are D. Russell Burwell and Michael R. Burwell. The third General Partner is
Gymno Corporation, a California corporation, formed in 1986. The Burwells are
the two shareholders of this corporation on an equal (50-50) basis. A
description of the General Partners is set forth on page 22 of the Prospectus
under the section Management.
Item 11 - Executive Compensation
COMPENSATION OF THE GENERAL PARTNERS AND AFFILIATES BY PARTNERSHIP
As indicated above in item 10, the Partnership has no officers or
directors. The Partnership is managed by the General Partners. There are certain
fees and other items paid to management and related parties.
A more complete description of management compensation is found in the
Prospectus, pages 11-12, under the section Compensation of the General Partners
and the Affiliates, which is incorporated by reference. Such compensation is
summarized below.
The following compensation has been paid to the General Partners and
affiliates for services rendered during the year ended December 31, 1995. All
such compensation is in compliance with the guidelines and limitations set forth
in the Prospectus.
Entity Receiving Description of Compensation Amount
Compensation and Services Rendered
- - ---------------------- --------------------------------------------------------
I.
RHL CO. Loan Servicing Fee for servicing loans $ 42,056
(RHL Co. waived $50,741)
General Partners Asset Management Fee for managing assets $ -0-
&/or Affiliates (General Partners waived $44,336)
General Partners 1% interest in profits $ 6,183
Less allowance for syndication costs $ -0-
-----------
$ 6,183
II. FEES PAID BY BORROWERS ON MORTGAGE LOANS PLACED BY COMPANIES RELATED
TO THE GENERAL PARTNERS WITH THE PARTNERSHIP (EXPENSES OFBORROWERS NOT
OF THE PARTNERSHIP):
RHL Co. Loan Brokerage Commissions for services
in connection with the review, selection,
evaluation, negotiation, and extension of
the Partnership Loans paid by the
borrowers and not by the Partnership $ 57,415
RHL Co. Processing and Escrow Fees for services
in connection with notary, document
preparation, credit investigation,
and escrow fees payable by the borrowers
and not by the Partnership $ 741
III. IN ADDITION, THE GENERAL PARTNER AND/OR RELATED COMPANIES PAY CERTAIN
EXPENSES ON BEHALF OF THE PARTNERSHIP FOR WHICH IT IS
REIMBURSED AS NOTED IN THE STATEMENT OF INCOME.....................$ 23,341
Item 12 - Security Ownership of Certain Beneficial Owners and Management
The General Partners receive a combined total of a 1% interest in
Partnership income and losses and distributions of cash available for
distribution.
Item 13 - Certain Relationships and Related Transactions
Refer to footnote 3 of the notes to financial statements in Part II item
8 which describes related party fees and data.
Also refer to sections of the Prospectus Compensation of General
Partners and Affiliates, page 11, and Conflicts of Interest,
page 13, as part of the above-referenced Registration Statement
which is incorporated by reference.
Part IV
Item 14 - Exhibits, Financial Statements and Schedules, and Reports on Form 8-K
(A) Documents filed as part of this report:
1. The financial statements are listed in Part II Item 8 under
A-Financial Statements.
2. The Financial Statement Schedules are listed in Part II Item 8
under B-Financial Statement Schedules.
3. Exhibits.
Exhibit No. Description of Exhibits
3.1 Limited Partnership Agreement
3.2 Form of Certificate of Limited Partnership Interest
3.3 Certificate of Limited Partnership
10.1 Escrow Agreement (1)
10.2 Servicing Agreement (1)
10.3 (a) Form of Note secured by Deed of Trust which
provides for principal and interest payments (1)
(b) Form of Note secured by Deed of Trust which
provides principal and interest payments and right
of assumption (1)
(c) Form of Note secured by Deed of Trust which
provides for interest only payments (1)
(d) Form of Note (1)
10.4 (a) Deed of Trust and Assignment of Rents to
accompany Exhibits 10.3 (a) and (c) (1)
(b) Deed of Trust and Assignment of Rents to
accompany Exhibits 10.3 (b) (1)
(c) Deed of Trust to accompany Exhibit 10.3 (d) (1)
10.5 Promissory Note for Formation Loan (1)
10.6 Agreement to Seek a Lender (1)
24.1 Consent of Parodi & Cropper (1)
24.2 Consent of Wilson, Ryan & Campilongo (1)
All of these exhibits were previously filed as the exhibits to
Registrants Statement on Form S-11 (Registration No.33-12519) and
incorporated by reference herein.
(B) Reports on form 8-K
No reports on Form 8-K have been filed during the last quarter of
the period covered by this report.
(C) See (A) 3 above
(D) See (A) 2 above. Additional reference is made to prospectus
(S-11) dated September 3, 1987 to pages 56 through 59 and
supplement #6 dated May 16, 1989 pages 16-18, for financial data
related to Gymno corporation, a General Partner.
Signatures
Pursuant to the requirements of Section 13 or 15 (d) of the
Securities Exchange Act of 1934 the registrant has duly caused this report
to be signed on its behalf by the undersigned, thereto duly authorized on
the 25th day of March, 1996.
REDWOOD MORTGAGE INVESTORS VI
By:
---------------------------------------------
D. Russell Burwell, General Partner
By:
---------------------------------------------
Michael R. Burwell, General Partner
By: Gymno Corporation, General Partner
By:
---------------------------------------------
D. Russell Burwell, President
By:
---------------------------------------------
Michael R. Burwell, Secretary/Treasurer
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following person on behalf of the
registrant and in the capacity indicated on the 25th day of March, 1996.
Signature Title Date
- - ----------------------------
D. Russell Burwell General Partner March 25, 1996
- - ----------------------------
Michael R. Burwell General Partner March 25, 1996
- - -----------------------------
D. Russell Burwell President of Gymno March 25, 1996
Corporation,
(Principal Executive Officer);
Director of Gymno Corporation
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Michael R. Burwell Secretary/Treasurer of Gymno March 25, 1996
Corporation (Principal Financial
and Accounting Officer);
Director of Gymno Corporation