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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
------ EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2002
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
------ EXCHANGE ACT OF 1934
Commission File Number 0-24652
FREEDOM TAX CREDIT PLUS L.P.
----------------------------
(Exact name of registrant as specified in its charter)
Delaware 13-3533987
- ------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
625 Madison Avenue, New York, New York 10022
- ---------------------------------------- -------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212)421-5333
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 ____
PART I - Financial Information
Item 1. Financial Statements
FREEDOM TAX CREDIT PLUS L.P.
AND CONSOLIDATED PARTNERSHIPS
CONSOLIDATED BALANCE SHEETS
(Unaudited)
=========== ===========
June 30, March 31,
2002 2002
----------- -----------
ASSETS
Property and equipment - (at cost,
net of accumulated depreciation
of $55,392,956 and $54,178,153,
respectively) $87,182,859 $88,272,567
Cash and cash equivalents 2,204,395 1,833,843
Investment in marketable securities 106,732 109,005
Cash held in escrow 4,579,041 4,671,259
Deferred costs (net of accumulated
amortization of $1,705,918
and $1,655,647, respectively) 1,236,021 1,286,292
Other assets 1,231,257 1,002,139
----------- -----------
Total Assets $96,540,305 $97,175,105
=========== ===========
2
FREEDOM TAX CREDIT PLUS L.P.
AND CONSOLIDATED PARTNERSHIPS
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(continued)
=========== ===========
June 30, March 31,
2002 2002
----------- -----------
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
Liabilities:
Mortgage notes payable $67,833,543 $68,063,227
Accounts payable and other
liabilities 2,123,788 1,649,957
Due to local general partners and
affiliates 3,742,942 3,819,933
Due to general partners and
affiliates (Note 2) 6,289,297 6,020,763
----------- -----------
Total Liabilities 79,989,570 79,553,880
----------- -----------
Minority interests 7,990,244 8,015,243
----------- -----------
Partners' Capital (Deficit):
Limited partners (72,896 BACs
issued and outstanding) 9,153,679 10,186,465
General partners (595,060) (584,628)
Accumulated other comprehensive
income:
Unrealized gain on marketable
securities 1,872 4,145
----------- -----------
Total Partners' Capital (Deficit) 8,560,491 9,605,982
----------- -----------
Total Liabilities and Partners'
Capital (Deficit) $96,540,305 $97,175,105
=========== ===========
See accompanying notes to consolidated financial statements.
3
FREEDOM TAX CREDIT PLUS L.P.
AND CONSOLIDATED PARTNERSHIPS
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended
June 30,
----------------------------
2002 2001
----------------------------
Revenues
Rental income $ 3,510,661 $ 3,375,890
Other 290,513 339,617
----------- -----------
Total revenues 3,801,174 3,715,507
----------- -----------
Expenses
General and administrative 713,346 742,729
General and administrative-
related parties (Note 2) 428,139 366,433
Operating and other 357,771 400,979
Repairs and Maintenance 572,343 502,284
Real estate taxes 251,172 251,486
Insurance 125,204 105,836
Financial 1,142,157 1,154,474
Depreciation and amortization 1,265,074 1,285,523
----------- -----------
Total expenses 4,855,206 4,809,744
----------- -----------
Loss before minority interest (1,054,032) (1,094,237)
Minority interest in loss of subsidiaries 10,814 12,089
----------- -----------
Net loss $(1,043,218) $(1,082,148)
=========== ===========
Net loss - limited partners $(1,032,786) $(1,071,327)
=========== ===========
Number of BACs outstanding 72,896 72,896
=========== ===========
Net loss per BAC $ (14.17) $ (14.70)
=========== ===========
See Accompanying Notes to Consolidated Financial Statements.
4
FREEDOM TAX CREDIT PLUS L.P.
AND CONSOLIDATED PARTNERSHIPS
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
(Unaudited)
Accumulated
Other
Limited General Comprehensive Comprehensive
Total Partners Partners Income (loss) Loss
----------- ----------- ----------- ------------- -------------
Partners' capital (deficit) April 1, 2002 $ 9,605,982 $10,186,465 $ (584,628) $ 4,145
Comprehensive Loss:
Net loss - Three months ended
June 30, 2002 (1,043,218) (1,032,786) (10,432) $ (1,043,218)
Net unrealized loss on marketable
securities (2,273) 0 0 (2,273) (2,273)
----------- ----------- ----------- ------------- -------------
Total Comprehensive Loss $ (1,045,491)
=============
Partners' capital (deficit)
June 30, 2002 $ 8,560,491 $ 9,153,679 $ (595,060) $ 1,872
=========== =========== =========== =============
See accompanying notes to consolidated financial statements.
FREEDOM TAX CREDIT PLUS L.P.
AND CONSOLIDATED PARTNERSHIPS
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
============================
Three Months Ended
June 30,
----------------------------
2002 2001
----------------------------
Cash flows from operating activities:
Net loss $(1,043,218) $(1,082,148)
Adjustments to reconcile net loss
to net cash provided by
operating activities:
Depreciation and amortization 1,265,074 1,285,523
Minority interest in loss of
subsidiaries (10,814) (12,089)
Increase in other assets (229,118) (96,139)
Increase in accounts payable
and other liabilities 473,831 30,233
Decrease (increase) in cash held
in escrow 92,218 (18,533)
Increase in due to general partners
and affiliates 268,534 295,353
Increase in due to local general
partners and affiliates 11,585 7,469
Decrease in due to local general
partners and affiliates (88,576) (216,338)
----------- -----------
Net cash provided by
operating activities 739,516 193,331
----------- -----------
Cash flows from investing activities:
Acquisition of property and
equipment (125,095) (68,834)
----------- -----------
6
FREEDOM TAX CREDIT PLUS L.P.
AND CONSOLIDATED PARTNERSHIPS
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(continued)
============================
Three Months Ended
June 30,
----------------------------
2002 2001
----------------------------
Cash flows from financing activities:
Repayments of mortgage notes (229,684) (214,278)
Decrease in capitalization of
consolidated subsidiaries
attributable to minority interest (14,185) (7,577)
----------- -----------
Net cash used in financing
activities (243,869) (221,855)
----------- -----------
Net increase (decrease) in cash
and cash equivalents 370,552 (97,358)
Cash and cash equivalents at
beginning of period 1,833,843 1,671,096
----------- -----------
Cash and cash equivalents at
end of period $ 2,204,395 $ 1,573,738
=========== ===========
Supplemental disclosure of cash flow information:
Cash paid during period for interest $ 942,760 $ 1,005,688
=========== ===========
See accompanying notes to consolidated financial statements.
7
FREEDOM TAX CREDIT PLUS L.P.
AND CONSOLIDATED PARTNERSHIPS
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2002
(Unaudited)
Note 1 - General
The consolidated financial statements include the accounts of Freedom Tax Credit
Plus L.P. ("the Partnership") and 42 subsidiary partnerships ("subsidiaries",
"subsidiary partnerships" or "Local Partnerships") in which the Partnership is a
limited partner. Through the rights of the Partnership and/or an affiliate of a
General Partner, which affiliate has a contractual obligation to act on behalf
of the Partnership, to remove the general partner of the Local Partnerships and
to approve certain major operating and financial decisions, the Partnership has
a controlling financial interest in the Local Partnerships.
The Partnership's fiscal quarter ends June 30. All subsidiaries have fiscal
quarters ending March 31 in order to allow adequate time for the subsidiaries
financial statements to be prepared and consolidated. Accounts of the
subsidiaries have been adjusted for intercompany transactions from April 1
through June 30.
All intercompany accounts and transactions have been eliminated in
consolidation.
Increases (decreases) in the capitalization of consolidated subsidiaries
attributable to minority interest arise from cash contributions from and cash
distributions to the minority interest partners.
Losses attributable to minority interests aggregated approximately $11,000 and
$12,000 for the three months ended June 30, 2002 and 2001, respectively. The
Partnership's investment in each subsidiary is generally equal to the respective
subsidiary's partners' equity less minority interest capital, if any.
The books and records of the Partnership are maintained on the accrual basis of
accounting in accordance with accounting principles generally accepted in the
United States of America. In the opinion of the General Partners of the
Partnership, the accompanying unaudited financial statements contain all
adjustments (consisting only of normal recurring adjustments) necessary to
present fairly the financial position of the Partnership as of June 30, 2002 and
the results of operations and its cash flows for the three months ended June 30,
2002 and 2001. However, the operating results and cash flows for the three
months ended June 30, 2002 may not be indicative of the results for the year.
8
FREEDOM TAX CREDIT PLUS L.P.
AND CONSOLIDATED PARTNERSHIPS
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2002
(Unaudited)
Certain information and note disclosures normally included in financial
statements prepared in accordance with accounting principles generally accepted
in the United States of America have been omitted or condensed. These condensed
financial statements should be read in conjunction with the financial statements
and notes thereto included in the Partnership's Annual Report on Form 10-K for
the year ended March 31, 2002.
Note 2 - Related Party Transactions
The costs incurred to related parties for the three months ended June 30, 2002
and 2001 were as follows:
Three Months Ended
June 30,
----------------------------
2002 2001
----------------------------
Partnership management fees (a) $ 169,000 $ 169,000
Expense reimbursement (b) 52,866 26,250
Local administrative fee (c) 13,000 13,000
----------- -----------
Total general and administrative-
General Partners 234,866 208,250
---------- -----------
Property management fees incurred to
affiliates of the subsidiary partnerships'
general partners (d) 193,273 158,183
----------- -----------
Total general and administrative-
related parties $ 428,139 $ 366,433
=========== ===========
(a) The General Partners are entitled to receive a partnership management fee,
after payment of all Partnership expenses, which together with the annual local
administrative fees will not exceed a maximum of 0.5% per annum of Invested
Assets (as defined in the Partnership Agreement), for administering the affairs
of the Partnership. Subject to the foregoing limitation, the partnership
management fee will be determined by the General Partners in their sole
discretion based upon their review of the Partnership's investments. Unpaid
partnership management fees for any year will be accrued without interest and
will be payable from working capital reserves or to the extent of available
funds after the Partnership has made distributions to the Limited Partners and
9
FREEDOM TAX CREDIT PLUS L.P.
AND CONSOLIDATED PARTNERSHIPS
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2002
(Unaudited)
BACs holders of sale or refinancing proceeds equal to their original capital
contributions plus a 10% priority return thereon (to the extent not theretofore
paid out of cash flow). Partnership management fees owed to the General Partners
amounting to approximately $5,025,000 and $4,856,000 were accrued and unpaid as
of June 30, 2002 and March 31, 2002, respectively. Without the General Partners'
continued accrual without payment, the Partnership will not be in a position to
meet its obligations. The General Partners have continued allowing the accrual
without payment of these amounts, but are under no obligation to continue to do
so. The Partnership is dependent upon the support of the General Partners and
certain of their affiliates in order to meet its obligations at the Partnership
level. The General Partners and these affiliates have agreed to continue such
support for the foreseeable future.
(b) The Partnership reimburses the General Partners and their affiliates for
actual Partnership operating expenses incurred by the General Partners and their
affiliates on the Partnership's behalf. The amount of reimbursement from the
Partnership is limited by the provisions of the Partnership Agreement. Another
affiliate of the General Partners performs asset monitoring for the Partnership.
These services include site visits and evaluations of the subsidiary
partnerships' performance.
(c) Freedom SLP L.P., a special limited partner of the subsidiary partnerships
is entitled to receive an annual local administrative fee of up to $2,500 per
year from each subsidiary partnership.
(d) Property management fees incurred by subsidiary partnerships amounted to
$257,142 and $248,474 for the three months ended June 30, 2002 and 2001,
respectively. Of these fees $193,273 and $158,183, respectively, were incurred
to affiliates of the subsidiary partnerships' general partners for the three
months ended June 30, 2002 and 2001, respectively.
Impact of New Accounting Standards
- ----------------------------------
In October 2001, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standard ("SFAS") No. 144, "Accounting for the Impairment
or Disposal of Long-Lived Assets". SFAS No. 144 provides accounting guidance for
financial accounting and reporting for the impairment of disposal of long-lived
10
FREEDOM TAX CREDIT PLUS L.P.
AND CONSOLIDATED PARTNERSHIPS
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2002
(Unaudited)
assets. While SFAS No. 144 supersedes SFAS No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of", it
retains the fundamental provisions of that Statement. SFAS No. 144 is effective
for fiscal years beginning after December 15, 2001. The adoption of this
standard as of April 1, 2002 did not have any impact on the Partnership's
consolidated financial position or results of operations.
Accounting Standards Issued but not yet Adopted
- -----------------------------------------------
The Financial Accounting Standard Board issued SFAS No. SFAS No. 145 "Rescission
of SFAS No. 4, 44 and 64, Amendment of SFAS No. 13, and Technical Corrections"
in April 2002 and SFAS No. 146 "Accounting for Costs Associated with Exit or
Disposal Activities". SFAS No. 145 and 146 are effective for fiscal years
beginning after May 15, 2002 and December 31, 2002, respectively. The adoption
of these standards is not expected to have any impact on the Partnership's
consolidated financial position or results of operations.
11
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Liquidity and Capital Resources
- -------------------------------
During the quarter ended June 30, 2002, net cash flow from property operations,
working capital, interest earned on working capital and distributions received
from the Local Partnerships represents the primary source of liquidity to fund
distributions, debt service, capital improvements and non-revenue enhancing
tenant improvements. Our net cash flow from property operations is dependent
upon the occupancy level of our properties, the collectibility of rent from our
tenants, the level of operating and other expenses, and other factors. Material
changes in these factors may adversely affect our net cash flow from property
operations. Such changes, in turn, would adversely affect our ability to fund
distributions, debt service, capital improvements and non-revenue enhancing
tenant improvements. In addition, a material adverse change in our net cash flow
from operations may affect the financial performance covenants under our
mortgage notes within each Local Partnership. If we fail to meet any of our
financial performance covenants, our mortgage notes may become due and in
default, or the interest charged on refinancing the notes may increase. Either
of these circumstances could adversely affect our ability to fund working
capital and revenue enhancing tenant improvements, and unanticipated cash needs.
Working capital of approximately $18,000 (unconsolidated) remains as of June 30,
2002. It is used to pay operating expenses of the Partnership, including
Partnership management fees payable to the General Partners and advances to
Local Partnerships if warranted. The Partnership is dependent upon the support
of the General Partners and certain of its affiliates in order to meet its
obligations at the Partnership level. The General Partners and these affiliates
have agreed to continue such support for the foreseeable future.
During the three months ended June 30, 2002 and 2001, the distributions received
from the Local Partnerships approximated $12,000 and $1,000, respectively. Cash
distributions from Local Partnerships are not expected to reach a level
sufficient to permit cash distributions to BACs holders. These distributions as
well as the working capital reserves referred to in the preceding paragraph and
the continued deferral by the General Partners of fees owed to them will be used
to meet the operating expenses of the Partnership.
12
Partnership management fees owed to the General Partners amounting to
approximately $5,025,000 and $4,856,000 were accrued and unpaid as of June 30,
2002 and March 31, 2002, respectively. Without the General Partners continued
accrual without payments, the Partnership will not be in a position to meet its
obligations. The General Partners have continued allowing the accrual without
payment of these amounts, but are under no obligation to do so. The Partnership
is dependent upon the support of the General Partners and certain of their
affiliates in order to meet its obligations at the Partnership level. The
General Partners and these affiliates have agreed to continue such support for
the foreseeable future.
During the three months ended June 30, 2002, cash and cash equivalents of the
Partnership and its forty-two consolidated Local Partnerships increased
approximately $371,000 due to cash provided by operating activities ($740,000)
which exceeded acquisitions of property and equipment ($125,000), a decrease in
capitalization of consolidated subsidiaries attributable to minority interest
($14,000) and repayments of mortgage notes ($230,000). Included in the
adjustments to reconcile the net loss to cash provided by operating activities
is depreciation and amortization $1,265,000.
The Partnership's most critical accounting policy relates to the evaluation of
the fair value of real estate. Each Local Partnership evaluates the need for an
impairment loss on its real estate assets when indicators of impairment are
present and the undiscounted cash flows are not sufficient to recover the
asset's carrying amount. The impairment loss is measured by comparing the fair
value of the asset to its carrying amount. In addition, estimates are used when
accounting for the allowance for doubtful accounts, and contingent liabilities,
among others. These estimate are susceptible to change and actual results could
differ from these estimates. The affects of changes in these estimates are
recognized in the period they are determined.
13
Contractual Obligations
- -----------------------
As of June 30, 2002, we were subject to the following contractual payment
obligations:
Payments Due by Period
-------------------------------------------------------------------
Current
Contractual fiscal After
obligations Total year 1-3 years 4-5years 5 years
----------- --------- ----------- ----------- -----------
Mortgage
notes payable $67,833,543 $ 699,123 $ 2,133,062 $ 2,527,373 $62,473,985
Each Local Partnership's mortgage note payable is collateralized by the land and
buildings of the respective Local Partnership, the assignment of certain Local
Partnership's rents, leases and replacement reserves and is without further
recourse.
Commitments and Contingencies
- -----------------------------
The Partnership is subject to risks incident to potential losses arising from
the management and ownership of improved real estate. The Partnership can also
be affected by poor economic conditions generally, however no more than 24% of
the properties are located in any single state. There are also substantial risks
associated with owning properties receiving government assistance, for example
the possibility that Congress may not appropriate funds to enable HUD to make
rental assistance payments. HUD also restricts annual cash distributions to
partners based on operating results and a percentage of the owners equity
contribution. The Partnership cannot sell or substantially liquidate its
investments in subsidiary partnerships during the period that the subsidy
agreements are in existence, without HUD's approval. Furthermore there may not
be market demand for apartments at full market rents when the rental assistance
contract expires.
Except as described above, management is not aware of any trends or events,
commitments or uncertainties, which have not otherwise been disclosed, that will
or are likely to impact liquidity in a material way. Management believes the
only impact would be from laws that have not yet been adopted. The portfolio is
diversified by the location of the properties around the United States so that
if one area of the country is experiencing downturns in the economy, the
remaining properties in the portfolio may not be affected. However, the
geographic diversification of the portfolio may not protect against a general
downturn in the national economy.
14
For a discussion of contingencies affecting a certain Local Partnership, see
"Results of Operations of a Certain Local Partnership" below. Since the maximum
loss the Partnership would be liable for is its net investment in the Local
Partnerships, the resolution of the existing contingencies is not anticipated to
impact future results of operations, liquidity or financial condition in a
material way. However, the Partnership's loss of its investment in a Local
Partnership would eliminate the ability to generate future Housing Tax Credits
from such Local Partnership and may also result in recapture of Housing Tax
Credits if the investment is lost before the expiration of the Credit Period.
The Partnership has fully invested the proceeds of its offering in 42 Local
Partnerships, all of which have their Housing Tax Credits in place. The Housing
Tax Credits are attached to the project for a period of ten years and are
transferable with the property during the remainder of the ten year period. If
trends in the real estate market warranted the sale of a property, the remaining
Housing Tax Credits would transfer to the new owner, thereby adding significant
value to the property on the market.
Related Party Transactions and Transactions with General Partners and Affiliates
- --------------------------------------------------------------------------------
The Local General Partners may from time to time advance the Local Partnerships
money to fund certain property costs. These advances are to be repaid to the
Local General Partners without interest from available surplus cash of the
respective Local Partnership, or at the time of sale or refinancing. Unpaid
balance amounted to $3,742,942 and $3,819,933 at June 30, 2002 and March 31,
2002, respectively, and is recorded as due to Local General Partners and
affiliates on the consolidated balance sheets.
Certain costs are also incurred by the Partnership payable to affiliates. The
General Partners are entitled to receive a partnership management fee, after
payment of all Partnership expenses, which together with the annual local
administrative fees will not exceed a maximum of 0.5% per annum of Invested
Assets (as defined in the Partnership Agreement), for administering the affairs
of the Partnership. Subject to the foregoing limitation, the partnership
management fee will be determined by the General Partners in their sole
discretion based upon their review of the Partnership's investment. Partnership
management fee amounted to $169,000 for each of the quarters ended June 30, 2002
and 2001. Unpaid partnership management fees for any year will be accrued
without interest and will be payable from working capital reserves or to the
extent of available funds after the Partnership has made distributions to the
15
Limited Partners and BACs holders of sale or refinancing proceeds equal to their
original capital contributions plus a 10% priority return thereon (to the extent
not theretofore paid out of Cash flow). Partnership management fees owed to
General Partners amounting to approximately $5,025,000 and $4,856,000 were
accrued and unpaid as of June 30, 2002 and March 31, 2002, respectively. Without
the General Partners continued accrual without payment, the Partnership will not
be in a position to meet its obligations. The General Partners have continued
allowing the accrual without payment of these amounts, but are under no
obligation to continue to do so. The Partnership is dependent upon the support
of the General Partner and certain of its affiliates in order to meet its
obligations at the Partnership level. The General Partner and these affiliates
have agreed to continue such support for the foreseeable future.
Furthermore, the Partnership reimburses the General Partners and their
affiliates for actual Partnership operating expenses incurred by the General
Partners and their affiliates on the Partnership's behalf. The amount of
reimbursement from the Partnership is limited by the provision of the
Partnership Agreement and could fluctuate from year to year depending upon the
level of activities and transactions for the year. Services performed by these
affiliates include monitoring of partnership assets, site visits and evaluations
of local partnership performance. Amount of reimbursement amounted to
approximately $53,000 and $119,000 at June 30, 2002 and March 31, 2002,
respectively.
Results of Operations
- ---------------------
The results of operations for the three months ended June 30, 2002 continues to
be in the form of rental income with corresponding expenses divided among
operations, depreciation and mortgage interest.
Rental income remained fairly consistent with an increase of approximately 4%
for the three months ended June 30, 2002 as compared to the corresponding period
in 2001, primarily due to rental rate increases.
Other income decreased approximately $49,000 for the three months ended June 30,
2002 as compared to the corresponding period in 2001, primarily due to an
underaccrual of escrow interest at one Local Partnership in 2001.
General and administrative-related parties expenses increased approximately
$62,000 for the three months ended June 30, 2002 as compared to the
corresponding period in 2001, primarily due to an increase in expenses
reimbursements due to the General Partner for asset monitoring and overhead and
an increase in property management fees incurred to affiliates of the subsidiary
partnership's general partners.
16
Operating and other expenses decreased approximately $43,000 for the three
months ended June 30, 2002 as compared to the corresponding period in 2001,
primarily due to a decrease in water and sewer usage at one Local Partnership
and a decrease in fuel costs and usage at a second and third Local Partnership.
Repairs and maintenance expenses increased approximately $70,000 for the three
months ended June 30, 2002 as compared to the corresponding period in 2001,
primarily due to an insurance reimbursement for fire damages at one Local
Partnership in 2001 and an increase in ground maintenance at two other Local
Partnerships in 2002.
Insurance expenses increased approximately $19,000 for the three months ended
June 30, 2002 as compared to the corresponding period in 2001, primarily due to
an increase in insurance premiums at the Local Partnerships.
Item 3. Quantitative and Qualitative Disclosures about Market Risk.
The Partnership is not exposed to market risk since its mortgage indebtedness
bears fixed rates of interest.
17
PART II. OTHER INFORMATION
Item 1. Legal Proceedings - None
Item 2. Changes in Securities and Use of Proceeds - None
Item 3. Defaults Upon Senior Securities - None
Item 4. Submission of Matters to a Vote of Security Holders - None
Item 5. Other Information - None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
99.1Certification Pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
(b) Reports on Form 8-K - None
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, thereunto duly authorized.
FREEDOM TAX CREDIT PLUS L.P.
(Registrant)
By: RELATED FREEDOM ASSOCIATES L.P.,
a General Partner
By: RELATED FREEDOM ASSOCIATES INC.,
General Partner
Date: August 9, 2002
By:/s/ Alan P. Hirmes
------------------------------
Alan P. Hirmes, President
(Principal Executive and
Financial Officer)
Date: August 9, 2002
By:/s/ Glenn F. Hopps
------------------------------
Glenn F. Hopps, Treasurer
(Principal Accounting Officer)
and
By: FREEDOM GP INC.,
a General Partner
Date: August 9, 2002
By:/s/ Alan P. Hirmes
------------------------------
Alan P. Hirmes, President
(Principal Executive and
Financial Officer)
Date: August 9, 2002
By:/s/ Glenn F. Hopps
------------------------------
Glenn F. Hopps, Treasurer
(Principal Accounting Officer)
Exhibit 99.1
CERTIFICATION PURSUANT TO
18.U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Freedom Tax Credit Plus L.P. (the
"Partnership") on Form 10-Q for the period ending June 30, 2002 as filed with
the Securities and Exchange Commission on the date hereof (the "Report"), I,
Alan P. Hirmes, Chief Executive Officer and Chief Financial Officer of Related
Freedom Associates L.P. and Freedom GP INC., each of which is the general
partner of the Partnership, certify, pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
(1) The Report fully complies with the requirements of section 13(a)
or 15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in all
material respects, the financial condition and result of operations of the
Partnership.
/s/ Alan P. Hirmes
Alan P. Hirmes
Chief Executive Officer and Chief Financial Officer
August 9, 2002