FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.
For the quarterly period ended September 30, 2004
or
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______ to _______
Commission file number 0-21718
BOSTON CAPITAL TAX CREDIT FUND III L.P.
(Exact name of registrant as specified in its charter)
Delaware |
52-1749505 |
(State or other jurisdiction |
(I.R.S. Employer |
of incorporation or organization) |
Identification No.) |
One Boston Place, Suite 2100, Boston, Massachusetts 02108
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (617)624-8900
(Former name, former address and former fiscal year, if changed since last report)
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 preceeding 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 |
_ |
BOSTON CAPITAL TAX CREDIT FUND III L.P.
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTER ENDED SEPTEMBER 30, 2004
TABLE OF CONTENTS
FOR THE QUARTER ENDED September 30,2004
Three MONTHS ENDED SEPTEMBER 30 10
Statements of Operations Series 15 11
Statements of Operations Series 16 12
Statements of Operations Series 17 13
SIX MONTHS ENDED SEPTEMBER 30 16
Statements of Operations Series 15 17
Statements of Operations Series 16 18
Statements of Operations Series 17 19
statementS OF
Changes in Partners Capital 22Changes in Partners Capital Series 15 23
Changes in Partners Capital Series 16 23
Changes in Partners Capital Series 17 24
Changes in Partners Capital Series 18 24
Changes in Partners Capital Series 19 25
Statements of Cash Flows Series 15 28
Statements of Cash Flows Series 16 30
Statements of Cash Flows Series 17 32
Statements of Cash Flows Series 18 34
Statements of Cash Flows Series 19 36
BOSTON CAPITAL TAX CREDIT FUND III L.P.
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTER ENDED SEPTEMBER 30, 2004
TABLE OF CONTENTS (CONTINUED)
Notes to Financial Statements 38
COMBINED STATEMENTS OF OPERATION
Combined Statements Series 15 42
Combined Statements Series 16 43
Combined Statements Series 17 44
Combined Statements Series 18 45
Combined Statements Series 19 46
Liquidity 48
Critical Accounting Policies 62
SIGNATURES 64
Boston Capital Tax Credit Fund III L.P.
BALANCE SHEETS
|
September 30, 2004 (Unaudited) |
March 31, 2004 (Audited) |
ASSETS |
||
INVESTMENTS IN OPERATING |
$ 51,005,259 |
$ 54,486,514 |
|
|
|
OTHER ASSETS |
|
|
Cash and cash equivalents |
1,006,474 |
1,162,053 |
Investments |
- |
- |
Notes receivable |
201,109 |
201,109 |
Deferred acquisition costs, net of accumulated amortization (Note B) |
|
|
Other assets |
1,731,549 |
1,675,935 |
|
$ 55,177,924 |
$ 58,793,521 |
|
|
|
LIABILITIES |
|
|
|
|
|
Accounts payable & accrued expenses |
|
|
Accounts payable affiliates |
20,613,569 |
19,320,599 |
Capital contributions payable |
187,017 |
200,517 |
|
20,801,731 |
19,522,261 |
|
|
|
PARTNERS CAPITAL |
|
|
|
|
|
Limited Partners |
|
|
General Partner |
(1,544,577) |
(1,496,949) |
|
34,376,193 |
39,271,260 |
|
$ 55,177,924 |
$ 58,793,521 |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
BALANCE SHEETS
|
September 30, 2004 (Unaudited) |
March 31, 2004 (Audited) |
ASSETS |
|
|
INVESTMENTS IN OPERATING |
|
|
|
|
|
OTHER ASSETS |
|
|
|
|
|
Cash and cash equivalents |
231,663 |
346,593 |
Investments |
- |
- |
Notes receivable |
- |
- |
Deferred acquisition costs, |
|
|
Other assets |
110,078 |
110,078 |
|
$ 7,726,502 |
$ 8,033,104 |
|
|
|
LIABILITIES |
|
|
|
|
|
Accounts payable & accrued expenses |
|
|
Accounts payable affiliates |
5,295,196 |
5,022,466 |
Capital contributions payable |
4,206 |
16,206 |
|
5,300,547 |
5,039,817 |
|
|
|
PARTNERS CAPITAL |
|
|
|
|
|
Limited Partners |
|
|
|
(307,336) |
(302,738) |
|
2,425,955 |
2,993,287 |
|
$ 7,726,502 |
$ 8,033,104 |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
BALANCE SHEETS
|
September 30, 2004 (Unaudited) |
March 31, 2004 (Audited) |
||
ASSETS |
|
|
||
INVESTMENTS IN OPERATING |
|
|
||
|
|
|
||
OTHER ASSETS |
|
|
||
|
|
|
||
Cash and cash equivalents |
321,516 |
309,833 |
||
Investments |
- |
- |
||
Notes receivable |
- |
- |
||
Deferred acquisition costs, |
|
|
||
Other assets |
110,860 |
110,860 |
||
|
$11,022,657 |
$12,234,847 |
||
|
|
|
||
LIABILITIES |
|
|
||
|
|
|
||
Accounts payable & accrued expenses |
|
|
||
Accounts payable affiliates |
5,332,955 |
4,986,966 |
||
Capital contributions payable |
72,362 |
73,862 |
||
|
5,405,317 |
5,060,828 |
||
|
|
|
||
PARTNERS CAPITAL |
|
|
||
|
|
|
||
Limited Partners |
|
|
||
General Partner |
(410,436) |
(394,869) |
||
|
5,617,340 |
7,174,019 |
||
|
$11,022,657 |
$12,234,847 |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
BALANCE SHEETS
Series 17
|
September 30, 2004 (Unaudited) |
March 31, 2004 (Audited) |
ASSETS |
|
|
INVESTMENTS IN OPERATING |
|
|
|
|
|
OTHER ASSETS |
|
|
|
|
|
Cash and cash equivalents |
259,956 |
243,300 |
Investments |
- |
- |
Notes receivable |
201,109 |
201,109 |
Deferred acquisition costs, |
|
|
Other assets |
1,364,659 |
1,364,659 |
|
$14,625,897 |
$14,992,794 |
|
|
|
LIABILITIES |
|
|
|
|
|
Accounts payable & accrued expenses |
|
|
Accounts payable affiliates |
5,730,722 |
5,453,121 |
Capital contributions payable |
67,895 |
67,895 |
|
5,798,617 |
5,521,016 |
|
|
|
PARTNERS CAPITAL |
|
|
|
|
|
Limited Partners |
|
|
|
(341,159) |
(334,962) |
|
8,827,280 |
9,471,778 |
|
$14,625,897 |
$14,992,794 |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
BALANCE SHEETS
Series 18
|
September 30, 2004 (Unaudited) |
March 31, 2004 (Audited) |
ASSETS |
|
|
INVESTMENTS IN OPERATING PARTNERSHIPS(Note D) |
|
|
|
|
|
OTHER ASSETS |
|
|
|
|
|
Cash and cash equivalents |
41,921 |
138,631 |
Investments |
- |
- |
Notes receivable |
- |
- |
Deferred acquisition costs, net of accumulated amortization (Note B) |
|
|
Other assets |
144,798 |
89,184 |
|
$ 7,261,194 |
$ 8,140,299 |
|
|
|
LIABILITIES |
|
|
|
|
|
Accounts payable & accrued expenses (Note C) |
|
|
Accounts payable affiliates |
2,930,705 |
2,739,729 |
Capital contributions payable |
18,554 |
18,554 |
|
2,949,259 |
2,758,283 |
|
|
|
PARTNERS CAPITAL |
|
|
|
|
|
Limited Partners |
|
|
|
(267,108) |
(256,407) |
|
4,311,935 |
5,382,016 |
|
$ 7,261,194 |
$ 8,140,299 |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
BALANCE SHEETS
Series 19
|
September 30, 2004 (Unaudited) |
March 31, 2004 (Audited) |
ASSETS |
|
|
INVESTMENTS IN OPERATING |
|
|
|
|
|
OTHER ASSETS |
|
|
|
|
|
Cash and cash equivalents |
151,418 |
123,696 |
Investments |
- |
- |
Notes receivable |
- |
- |
Deferred acquisition costs, |
|
|
Other assets |
1,154 |
1,154 |
|
$14,541,674 |
$15,392,477 |
|
|
|
LIABILITIES |
|
|
|
|
|
Accounts payable & accrued expenses |
|
|
Accounts payable affiliates |
1,323,991 |
1,118,317 |
Capital contributions payable |
24,000 |
24,000 |
|
1,347,991 |
1,142,317 |
|
|
|
PARTNERS CAPITAL |
|
|
|
|
|
Limited Partners |
|
|
|
(218,538) |
(207,973) |
|
13,193,683 |
14,250,160 |
|
$14,541,674 |
$15,392,477 |
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF OPERATIONS
Three Months Ended September 30,
(Unaudited)
|
|
|
|
|
|
Income |
|
|
Interest income |
$ 1,924 |
$ 3,671 |
Other income |
8,389 |
5,793 |
|
|
|
Share of loss from Operating |
|
|
|
|
|
Expenses |
|
|
Professional fees |
140,909 |
142,481 |
Fund management fee (Note C) |
589,384 |
587,515 |
Amortization |
17,188 |
17,188 |
General and administrative expenses |
24,528 |
40,876 |
|
|
|
|
|
|
NET LOSS |
$(2,360,012) |
$(2,906,994) |
|
|
|
Net loss allocated to limited partners |
$(2,336,412) |
$(2,877,924) |
|
|
|
Net loss allocated to general partner |
$ (23,600) |
$ (29,070) |
|
|
|
Net loss per BAC |
$ (.11) |
$ (.13) |
|
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF OPERATIONS
Three Months Ended September 30,
(Unaudited)
|
|
|
|
|
|
Income |
|
|
Interest income |
$ 486 |
$ 1,190 |
Other income |
6,184 |
- |
|
|
|
Share of loss from Operating |
|
|
|
|
|
Expenses |
|
|
Professional fees |
31,192 |
36,104 |
Fund management fee |
125,263 |
119,361 |
Amortization |
2,628 |
2,628 |
General and administrative expenses |
4,780 |
7,525 |
|
|
|
|
|
|
NET LOSS |
$ (251,466) |
$ (289,519) |
|
|
|
Net loss allocated to limited partners |
$ (248,951) |
$ (286,624) |
|
|
|
Net loss allocated to general partner |
$ (2,515) |
$ (2,895) |
|
|
|
Net loss per BAC |
$ (.06) |
$ (.07) |
|
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF OPERATIONS
Three Months Ended September 30,
(Unaudited)
|
|
|
|
|
|
Income |
|
|
Interest income |
$ 613 |
$ 775 |
Other income |
2,021 |
- |
|
|
|
Share of loss from Operating |
|
|
|
|
|
Expenses |
|
|
Professional fees |
31,252 |
33,729 |
Fund management fee |
168,283 |
144,302 |
Amortization |
4,213 |
4,213 |
General and administrative expenses |
5,157 |
10,102 |
|
|
|
|
|
|
NET LOSS |
$ (789,681) |
$ (767,091) |
|
|
|
Net loss allocated to limited partners |
$ (781,784) |
$ (759,420) |
|
|
|
Net loss allocated to general partner |
$ (7,897) |
$ (7,671) |
|
|
|
Net loss per BAC |
$ (.15) |
$ (.14) |
|
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF OPERATIONS
Three Months Ended September 30,
(Unaudited)
Series 17
|
|
|
|
|
|
Income |
|
|
Interest income |
$ 443 |
$ 1,153 |
Other income |
184 |
5,793 |
|
|
|
Share of loss from Operating |
|
|
|
|
|
Expenses |
|
|
Professional fees |
25,134 |
29,458 |
Fund management fee |
110,014 |
136,582 |
Amortization |
3,887 |
3,887 |
General and administrative expenses |
5,219 |
9,444 |
|
|
|
|
|
|
NET LOSS |
$ (337,802) |
$ (645,156) |
|
|
|
Net loss allocated to limited partners |
$ (334,424) |
$ (638,704) |
|
|
|
Net loss allocated to general partner |
$ (3,378) |
$ (6,452) |
|
|
|
Net loss per BAC |
$ (.07) |
$ (.13) |
|
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF OPERATIONS
Three Months Ended September 30,
(Unaudited)
Series 18
|
|
|
|
|
|
Income |
|
|
Interest Income |
$ 138 |
$ 225 |
Other income |
- |
- |
|
|
|
Share of loss from Operating |
|
|
|
|
|
Expenses |
|
|
Professional fees |
35,331 |
23,446 |
Fund management fee |
95,487 |
88,433 |
Amortization |
2,853 |
2,853 |
General and administrative expenses |
4,623 |
6,485 |
|
|
|
|
|
|
NET LOSS |
$ (392,024) |
$ (692,413) |
|
|
|
Net loss allocated to limited partners |
$ (388,104) |
$ (685,489) |
|
|
|
Net loss allocated to general partner |
$ (3,920) |
$ (6,924) |
|
|
|
Net loss per BAC |
$ (.11) |
$ (.19) |
|
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF OPERATIONS
Three Months Ended September 30,
(Unaudited)
Series 19
|
|
|
|
|
|
Income |
|
|
Interest income |
$ 244 |
$ 328 |
Other income |
- |
- |
|
|
|
Share of loss from Operating |
|
|
|
|
|
Expenses |
|
|
Professional fees |
18,000 |
19,744 |
Fund management fee |
90,337 |
98,837 |
Amortization |
3,607 |
3,607 |
General and administrative expenses |
4,749 |
7,320 |
|
|
|
|
|
|
NET LOSS |
$ (589,039) |
$ (512,815) |
|
|
|
Net loss allocated to limited partners |
$ (583,149) |
$ (507,687) |
|
|
|
Net loss allocated to general partner |
$ (5,890) |
$ (5,128) |
Net loss per BAC |
$ (.14) |
$ (.13) |
|
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF OPERATIONS
Six Months Ended September 30,
(Unaudited)
|
|
|
|
|
|
Income |
|
|
Interest income |
$ 4,074 |
$ 6,890 |
Other income |
9,432 |
7,095 |
|
|
|
Share of loss from Operating |
|
|
|
|
|
Expenses |
|
|
Professional fees |
178,306 |
194,906 |
Fund management fee (Note C) |
1,065,513 |
1,068,408 |
Amortization |
34,377 |
34,377 |
General and administrative expenses |
45,280 |
51,841 |
|
|
|
|
|
|
NET LOSS |
$(4,762,734) |
$(5,794,945) |
|
|
|
Net loss allocated to limited partners |
$(4,715,106) |
$(5,736,996) |
|
|
|
Net loss allocated to general partner |
$ (47,628) |
$ (57,949) |
|
|
|
Net loss per BAC |
$ (.22) |
$ (.26) |
|
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF OPERATIONS
Six Months Ended September 30,
(Unaudited)
Series 15
|
|
|
|
|
|
Income |
|
|
Interest income |
$ 1,151 |
$ 2,062 |
Other income |
6,194 |
653 |
|
|
|
Share of loss from Operating |
|
|
|
|
|
Expenses |
|
|
Professional fees |
40,882 |
46,564 |
Fund management fee |
225,550 |
227,709 |
Amortization |
5,256 |
5,256 |
General and administrative expenses |
9,258 |
9,561 |
|
|
|
|
|
|
NET LOSS |
$ (459,765) |
$ (518,137) |
|
|
|
Net loss allocated to limited partners |
$ (455,167) |
$ (512,956) |
|
|
|
Net loss allocated to general partner |
$ (4,598) |
$ (5,181) |
|
|
|
Net loss per BAC |
$ (.12) |
$ (.13) |
|
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF OPERATIONS
Six Months Ended September 30,
(Unaudited)
Series 16
|
|
|
|
|
|
Income |
|
|
Interest income |
$ 1,223 |
$ 1,671 |
Other income |
2,027 |
39 |
|
|
|
Share of loss from Operating |
|
|
|
|
|
Expenses |
|
|
Professional fees |
40,447 |
43,689 |
Fund management fee |
312,219 |
274,068 |
Amortization |
8,425 |
8,425 |
General and administrative expenses |
10,100 |
12,939 |
|
|
|
|
|
|
NET LOSS |
$(1,556,679) |
$(1,886,569) |
|
|
|
Net loss allocated to limited partners |
$(1,541,112) |
$(1,867,703) |
|
|
|
Net loss allocated to general partner |
$ (15,567) |
$ (18,866) |
|
|
|
Net loss per BAC |
$ (.29) |
$ (.35) |
|
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF OPERATIONS
Six Months Ended September 30,
(Unaudited)
Series 17
|
|
|
|
|
|
Income |
|
|
Interest income |
$ 917 |
$ 1,962 |
Other income |
1,197 |
5,793 |
|
|
|
Share of loss from Operating |
|
|
|
|
|
Expenses |
|
|
Professional fees |
32,472 |
40,785 |
Fund management fee |
197,670 |
227,696 |
Amortization |
7,775 |
7,775 |
General and administrative expenses |
9,615 |
11,860 |
|
|
|
|
|
|
NET LOSS |
$ (619,732) |
$(1,078,443) |
|
|
|
Net loss allocated to limited partners |
$ (613,535) |
$(1,067,659) |
|
|
|
Net loss allocated to general partner |
$ (6,197) |
$ (10,784) |
|
|
|
Net loss per BAC |
$ (.12) |
$ (.22) |
|
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF OPERATIONS
Six Months Ended September 30,
(Unaudited)
Series 18
|
|
|
|
|
|
Income |
|
|
Interest Income |
$ 329 |
$ 474 |
Other income |
14 |
610 |
|
|
|
Share of loss from Operating |
|
|
|
|
|
Expenses |
|
|
Professional fees |
41,499 |
36,037 |
Fund management fee |
182,788 |
158,641 |
Amortization |
5,707 |
5,707 |
General and administrative expenses |
8,128 |
8,197 |
|
|
|
|
|
|
NET LOSS |
$(1,070,081) |
$(1,399,485) |
|
|
|
Net loss allocated to limited partners |
$(1,059,380) |
$(1,385,490) |
|
|
|
Net loss allocated to general partner |
$ (10,701) |
$ (13,995) |
|
|
|
Net loss per BAC |
$ (.30) |
$ (.39) |
|
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF OPERATIONS
Six Months Ended September 30,
(Unaudited)
Series 19
|
|
|
|
|
|
Income |
|
|
Interest income |
$ 454 |
$ 721 |
Other income |
- |
- |
|
|
|
Share of loss from Operating |
|
|
|
|
|
Expenses |
|
|
Professional fees |
23,006 |
27,831 |
Fund management fee |
147,286 |
180,294 |
Amortization |
7,214 |
7,214 |
General and administrative expenses |
8,179 |
9,284 |
|
|
|
|
|
|
NET LOSS |
$(1,056,477) |
$ (912,311) |
|
|
|
Net loss allocated to limited partners |
$(1,045,912) |
$ (903,188) |
|
|
|
Net loss allocated to general partner |
$ (10,565) |
$ (9,123) |
Net loss per BAC |
$ (.26) |
$ (.22) |
|
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
Six Months Ended September 30, 2004
(Unaudited)
|
|
|
|
|
|
|
|
Partners' capital |
|
|
|
|
|
|
|
Distribution |
(132,333) |
- |
(132,333) |
|
|
|
|
Net income (loss) |
(4,715,106) |
(47,628) |
(4,762,734) |
|
|
|
|
Partners' capital |
|
|
|
|
|
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
Six Months Ended September 30, 2004
(Unaudited)
|
Assignees |
General |
Total |
|
|
|
|
Partners' capital |
|
|
|
|
|
|
|
Distribution |
(107,567) |
- |
(107,567) |
|
|
|
|
Net income (loss) |
(455,167) |
(4,598) |
(459,765) |
|
|
|
|
Partners' capital |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Partners' capital |
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
(1,541,112) |
(15,567) |
(1,556,679) |
|
|
|
|
Partners' capital |
|
|
|
|
|
|
|
The accompanying notes are an integral part of these statements.
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
Six Months Ended September 30, 2004
(Unaudited)
|
Assignees |
General |
Total |
|
|
|
|
Partners' capital |
|
|
|
|
|
|
|
Distribution |
(24,766) |
- |
(24,766) |
|
|
|
|
Net income (loss) |
(613,535) |
(6,197) |
(619,732) |
|
|
|
|
Partners' capital |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Partners' capital |
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
(1,059,380) |
(10,701) |
(1,070,081) |
|
|
|
|
Partners' capital |
|
|
|
|
|
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
Six Months Ended September 30, 2004
(Unaudited)
|
Assignees |
General |
Total |
|
|
|
|
Partners' capital |
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
(1,045,912) |
(10,565) |
(1,056,477) |
|
|
|
|
Partners' capital |
|
|
|
|
|
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF CASH FLOWS
Six Months Ended September 30,
(Unaudited)
|
2004 |
2003 |
Cash flows from operating activities: |
|
|
|
|
|
Net Loss |
$(4,762,734) |
$(5,794,945) |
Adjustments |
|
|
Distributions from Operating |
|
|
Amortization |
34,377 |
34,377 |
Share of Loss from Operating |
|
|
Changes in assets and liabilities |
|
|
(Decrease) Increase in accounts |
|
|
Decrease (Increase) in other assets |
(55,614) |
1,077,677 |
(Decrease) Increase in accounts |
|
|
|
|
|
Net cash (used in) provided by |
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
Capital contributions paid to |
|
|
Advances to Operating Partnerships |
- |
- |
Proceeds from sale of operating Limited Partnerships: |
|
|
Investments |
- |
- |
|
|
|
Net cash (used in) provided by |
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF CASH FLOWS
Six Months Ended September 30,
(Unaudited)
|
2004 |
2003 |
|
|
|
Continued |
|
|
|
|
|
Cash flows from financing activity: |
|
|
|
|
|
Distribution |
(132,333) |
- |
|
|
|
Net cash (used in) provided by |
|
|
|
|
|
|
|
|
|
|
|
INCREASE (DECREASE) IN CASH AND |
(155,579) |
|
|
|
|
Cash and cash equivalents, beginning |
1,162,053 |
1,077,156 |
|
|
|
Cash and cash equivalents, ending |
$ 1,006,474 |
$ 1,953,787 |
|
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF CASH FLOWS
Six Months Ended September 30,
(Unaudited)
Series 15
|
2004 |
2003 |
Cash flows from operating activities: |
|
|
|
|
|
Net Loss |
$ (459,765) |
$ (518,137) |
Adjustments |
|
|
Distributions from Operating |
|
|
Amortization |
5,256 |
5,256 |
Share of Loss from Operating |
|
|
Changes in assets and liabilities |
|
|
(Decrease) Increase in accounts |
|
|
Decrease (Increase) in other assets |
- |
507,623 |
(Decrease) Increase in accounts |
|
|
|
|
|
Net cash (used in) provided by |
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
Capital contributions paid to |
|
|
Advances to Operating Partnerships |
- |
- |
Proceeds from sale of operating Limited Partnerships: |
|
|
Investments |
- |
- |
|
|
|
Net cash (used in) provided by |
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF CASH FLOWS
Six Months Ended September 30,
(Unaudited)
Series 15
|
2004 |
2003 |
|
|
|
Continued |
|
|
|
|
|
Cash flows from financing activity: |
|
|
|
|
|
Distribution |
(107,567) |
- |
|
|
|
Net cash (used in) provided by |
|
|
|
|
|
|
|
|
INCREASE (DECREASE) IN CASH AND |
|
|
|
|
|
Cash and cash equivalents, beginning |
346,593 |
267,889 |
|
|
|
Cash and cash equivalents, ending |
$ 231,663 |
$ 665,914 |
|
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF CASH FLOWS
Six Months Ended September 30,
(Unaudited)
Series 16
|
2004 |
2003 |
Cash flows from operating activities: |
|
|
|
|
|
Net Loss |
$ (1,556,679) |
$(1,886,569) |
Adjustments |
|
|
Distributions from Operating |
|
|
Amortization |
8,425 |
8,425 |
Share of Loss from Operating |
|
|
Changes in assets and liabilities |
|
|
(Decrease) Increase in accounts |
|
|
Decrease (Increase) in accounts |
|
|
(Decrease) Increase in accounts |
|
|
|
|
|
Net cash (used in) provided by |
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
Capital contributions paid to |
|
|
Advances to Operating Partnerships |
- |
- |
Proceeds from sale of operating Limited Partnerships: |
|
|
Investments |
- |
- |
|
|
|
Net cash (used in) provided by |
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF CASH FLOWS
Six Months Ended September 30,
(Unaudited)
Series 16
|
2004 |
2003 |
|
|
|
Continued |
|
|
|
|
|
Cash flows from financing activity: |
|
|
|
|
|
Distribution |
- |
- |
|
|
|
Net cash (used in) provided by |
|
|
|
|
|
|
|
|
INCREASE (DECREASE) IN CASH AND |
|
|
|
|
|
Cash and cash equivalents, beginning |
309,833 |
353,482 |
|
|
|
Cash and cash equivalents, ending |
$ 321,516 |
$ 414,316 |
|
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF CASH FLOWS
Six Months Ended September 30,
(Unaudited)
Series 17
|
2004 |
2003 |
Cash flows from operating activities: |
|
|
|
|
|
Net Loss |
$ (619,732) |
$(1,078,443) |
Adjustments |
|
|
Distributions from Operating |
1,464 |
2,734 |
Amortization |
7,775 |
7,775 |
Share of Loss from Operating |
|
|
Changes in assets and liabilities |
|
|
(Decrease) Increase in accounts |
|
|
Decrease (Increase) in other assets |
- |
570,054 |
(Decrease) Increase in accounts |
|
|
|
|
|
Net cash (used in) provided by |
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
Capital contributions paid to |
|
|
Advances to Operating Partnerships |
- |
- |
Proceeds from sale of operating Limited Partnerships: |
|
|
Investments |
- |
- |
|
|
|
Net cash (used in) provided by |
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF CASH FLOWS
Six Months Ended September 30,
(Unaudited)
Series 17
|
2004 |
2003 |
|
|
|
Continued |
|
|
|
|
|
Cash flows from financing activity: |
|
|
|
|
|
Distribution |
(24,766) |
- |
|
|
|
Net cash (used in) provided by |
|
|
|
|
|
|
|
|
INCREASE (DECREASE) IN CASH AND |
16,656 |
|
|
|
|
Cash and cash equivalents, beginning |
243,300 |
199,264 |
|
|
|
Cash and cash equivalents, ending |
$ 259,956 |
$ 552,846 |
|
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF CASH FLOWS
Six Months Ended September 30,
(Unaudited)
Series 18
|
2004 |
2003 |
Cash flows from operating activities: |
|
|
|
|
|
Net Loss |
$(1,070,081) |
$(1,399,485) |
Adjustments |
|
|
Distributions from Operating |
|
|
Amortization |
5,707 |
5,707 |
Share of Loss from Operating |
832,302 |
|
Changes in assets and liabilities |
|
|
(Decrease) Increase in accounts |
|
|
Decrease (Increase) in accounts |
|
|
(Decrease) Increase in accounts |
|
|
|
|
|
Net cash (used in) provided by |
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
Capital contributions paid to |
|
|
Advances to Operating Partnerships |
- |
- |
Proceeds from sale of operating Limited Partnerships: |
|
|
Investments |
- |
- |
|
|
|
Net cash (used in) provided by |
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF CASH FLOWS
Six Months Ended September 30,
(Unaudited)
Series 18
|
2004 |
2003 |
|
|
|
Continued |
|
|
|
|
|
Cash flows from financing activity: |
|
|
|
|
|
Distribution |
- |
- |
|
|
|
Net cash (used in) provided by |
|
|
|
|
|
|
|
|
INCREASE (DECREASE) IN CASH AND |
|
|
|
|
|
Cash and cash equivalents, beginning |
138,631 |
109,633 |
|
|
|
Cash and cash equivalents, ending |
$ 41,921 |
$ 121,249 |
|
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF CASH FLOWS
Six Months Ended September 30,
(Unaudited)
Series 19
|
2004 |
2003 |
Cash flows from operating activities: |
|
|
|
|
|
Net Loss |
$(1,056,477) |
$ (912,311) |
Adjustments |
|
|
Distributions from Operating |
|
|
Amortization |
7,214 |
7,214 |
Share of Loss from Operating |
|
688,409 |
Changes in assets and liabilities |
|
|
(Decrease) Increase in accounts |
|
|
Decrease (Increase) in accounts |
|
|
(Decrease) Increase in accounts |
|
|
|
|
|
Net cash (used in) provided by |
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
Capital contributions paid to |
|
|
Advances to Operating Partnerships |
- |
- |
Proceeds from sale of operating Limited Partnerships: |
|
|
Investments |
- |
- |
|
|
|
Net cash (used in) provided by |
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
STATEMENTS OF CASH FLOWS
Six Months Ended September 30,
(Unaudited)
Series 19
|
2004 |
2003 |
|
|
|
Continued |
|
|
|
|
|
Cash flows from financing activity: |
|
|
|
|
|
Distribution |
- |
- |
|
|
|
Net cash (used in) provided by |
|
|
|
|
|
|
|
|
INCREASE (DECREASE) IN CASH AND |
|
|
|
|
|
Cash and cash equivalents, beginning |
123,696 |
146,888 |
|
|
|
Cash and cash equivalents, ending |
$ 151,418 |
$ 199,462 |
|
|
|
The accompanying notes are an integral part of this statement
Boston Capital Tax Credit Fund III L.P.
NOTES TO FINANCIAL STATEMENTS
September 30, 2004
(Unaudited)
Boston Capital Tax Credit Fund III L.P. (the "Fund") was formed under the laws of the State of Delaware as of September 19, 1991 for the purpose of acquiring, holding, and disposing of limited partnership interests in Operating Partnerships which will acquire, develop, rehabilitate, operate and own newly constructed, existing or rehabilitated low-income apartment complexes ("Operating Partnerships"). Effective as of June 1, 2001 there was a restructuring, and as a result, the Fund's general partner was reorganized as follows. The General Partner of the Fund continues to be Boston Capital Associates III L.P., a Delaware limited partnership. The general partner of the General Partner is now BCA Associates Limited Partnership, a Massachusetts limited partnership, whose sole general partner is C&M Management, Inc., a Massachusetts corporation and whose limited partners are Herbert F. Collins and John P. Manning. Mr. Manning is the principal of Boston Capital Partners, Inc. The limited partner of the General
Partner is Capital Investment Holdings, a general partnership whose partners are certain officers and employees of Boston Capital Partners, Inc., and its affiliates. The Assignor Limited Partner is BCTC III Assignor Corp., a Delaware corporation which is wholly-owned by Herbert F. Collins and John P. Manning.
Boston Capital Tax Credit Fund III L.P.
NOTES TO FINANCIAL STATEMENTS - CONTINUED
September 30, 2004
NOTE B - ACCOUNTING AND FINANCIAL REPORTING POLICIES
The condensed financial statements included herein as of September 30, 2004 and for the three and six months then ended have been prepared by the Fund, without audit. The Fund accounts for its investments in Operating Partnerships using the equity method, whereby the Fund adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued. Costs incurred by the Fund in acquiring the investments in the Operating Partnerships are capitalized to the investment account. The Fund's accounting and financial reporting policies are in conformity with generally accepted accounting principles and include adjustments in interim periods considered necessary for a fair presentation of the results of operations. Such adjustments are of a normal recurring nature.
Boston Capital Tax Credit Fund III L.P.
NOTES TO FINANCIAL STATEMENTS - CONTINUED
September 30, 2004
(Unaudited)
Amortization
On July 1, 1995, the Fund began amortizing unallocated acquisition costs over 330 months from April 1, 1995. As of September 30, 2004 the Fund has accumulated unallocated acquisition amortization totaling $659,804. The breakdown of accumulated unallocated acquisition amortization within the fund as of September 30, 2004 and 2003 is as follows:
|
2004 |
2003 |
|
|
|
Series 15 |
$ 99,960 |
$ 89,449 |
Series 16 |
160,084 |
143,234 |
Series 17 |
155,627 |
140,077 |
Series 18 |
108,556 |
97,143 |
Series 19 |
135,577 |
121,148 |
$659,804 |
$591,051 |
NOTE C - RELATED PARTY TRANSACTIONS
The Fund has entered into several transactions with various affiliates of the general partner, including Boston Capital Holdings LP, Boston Capital Partners, Inc., and Boston Capital Asset Management Limited Partnership as follows:
An annual fund management fee based on .5 percent of the aggregate cost of all apartment complexes owned by the Operating Partnerships, has been accrued to Boston Capital Asset Management Limited Partnership. Since reporting fees collected by the series were added to reserves and not paid to Boston Capital Asset Management LP, the amounts accrued are not net of reporting fees received. The fund management fees accrued for the quarter ended September 30, 2004 and 2003 are as follows:
|
2004 |
2003 |
|
|
|
Series 15 |
$136,365 |
$136,365 |
Series 16 |
172,995 |
172,995 |
Series 17 |
140,355 |
140,355 |
Series 18 |
95,487 |
95,487 |
Series 19 |
102,837 |
102,837 |
|
$648,039 |
$648,039 |
Boston Capital Tax Credit Fund III L.P.
NOTES TO FINANCIAL STATEMENTS - CONTINUED
September 30, 2004
(Unaudited)
NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS
At September 30, 2004 and 2003, the Fund had limited partnership interests in 239. Operating Partnerships which own or are constructing apartment complexes. The breakdown of Operating Partnerships within the Fund at September 30, 2004 and 2003 is as follows:
|
2004 |
2003 |
Series 15 |
67 |
67 |
Series 16 |
64 |
64 |
Series 17 |
48 |
48 |
Series 18 |
34 |
34 |
Series 19 |
26 |
26 |
|
239 |
239 |
Under the terms of the Fund's investment in each Operating Partnership, the Fund is required to make capital contributions to the Operating Partnerships. These contributions are payable in installments over several years upon each Operating Partnership achieving specified levels of construction and/or operations. The contributions payable at September 30, 2004 and 2003 are as follows:
|
2004 |
2003 |
|
|
|
Series 15 |
$ 4,206 |
$ 16,206 |
Series 16 |
72,362 |
75,362 |
Series 17 |
67,895 |
67,895 |
Series 18 |
18,554 |
18,554 |
Series 19 |
24,000 |
24,000 |
|
$187,017 |
$202,017 |
The Funds fiscal year ends March 31st of each year, while all the Operating Partnerships' fiscal years are the calendar year. Pursuant to the provisions of each Operating Partnership Agreement, financial results for each of the Operating Partnerships are provided to the Fund within 45 days after the close of each Operating Partnerships quarterly period. Accordingly, the current financial results available for the Operating Partnerships are for the Six Months ended June 30, 2004.
Boston Capital Tax Credit Fund III L.P.
NOTES TO FINANCIAL STATEMENTS
September 30, 2004
(Unaudited)
NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)
COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Six Months Ended June 30,
(Unaudited)
|
2004 |
2003 |
|
|
|
Revenues |
|
|
Rental |
$ 5,692,988 |
$ 5,471,392 |
Interest and other |
232,725 |
357,267 |
|
|
|
|
5,925,713 |
5,828,659 |
|
|
|
Expenses |
|
|
Interest |
1,405,587 |
1,390,436 |
Depreciation and amortization |
1,755,970 |
1,751,699 |
Operating expenses |
3,741,366 |
3,713,116 |
|
6,902,923 |
6,855,251 |
|
|
|
NET LOSS |
$ (977,210) |
$ (1,026,592) |
|
|
|
Net loss allocation to Boston |
|
|
|
|
|
|
|
|
Net loss allocated to other |
|
|
|
|
|
Net loss suspended |
$ (781,274) |
$ (714,378) |
The Partnership accounts for its investments using the equity method of
accounting. Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnerships results of
operations and for any distributions received or accrued. However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions. Excess losses are suspended for use in future years to
offset excess income.
Boston Capital Tax Credit Fund III L.P.
NOTES TO FINANCIAL STATEMENTS
September 30, 2004
(Unaudited)
NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)
COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Six Months Ended June 30,
(Unaudited)
|
2004 |
2003 |
|
|
|
Revenues |
|
|
Rental |
$ 7,043,858 |
$ 6,594,681 |
Interest and other |
294,210 |
373,045 |
|
|
|
|
7,338,068 |
6,967,726 |
|
|
|
Expenses |
|
|
Interest |
1,736,172 |
1,753,283 |
Depreciation and amortization |
2,229,383 |
2,211,918 |
Operating expenses |
4,889,501 |
4,913,204 |
|
8,855,056 |
8,878,405 |
|
|
|
NET LOSS |
$ (1,516,988) |
$ (1,910,679) |
|
|
|
Net loss allocation to Boston |
|
|
|
|
|
|
|
|
Net loss allocated to other |
|
|
|
||
Net loss suspended |
$ (313,080) |
$ (19,106) |
The Partnership accounts for its investments using the equity method of
accounting. Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnerships results of
operations and for any distributions received or accrued. However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions. Excess losses are suspended for use in future years to
offset excess income.
Boston Capital Tax Credit Fund III L.P.
NOTES TO FINANCIAL STATEMENTS
September 30, 2004
(Unaudited)
NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)
COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Six Months Ended June 30,
(Unaudited)
|
2004 |
2003 |
|
|
|
Revenues |
|
|
Rental |
$ 6,835,384 |
$ 7,315,740 |
Interest and other |
208,181 |
285,235 |
|
|
|
|
7,043,565 |
7,600,975 |
|
|
|
Expenses |
|
|
Interest |
1,746,591 |
2,075,278 |
Depreciation and amortization |
1,821,378 |
2,004,993 |
Operating expenses |
4,124,468 |
4,675,042 |
|
7,692,437 |
8,755,313 |
|
|
|
NET LOSS |
$ (648,872) |
$ (1,154,338) |
|
|
|
Net loss allocation to Boston |
|
|
|
|
|
|
|
|
Net loss allocated to other |
|
|
|
||
Net loss suspended |
$ (268,068) |
$ (344,712) |
The Partnership accounts for its investments using the equity method of
accounting. Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnerships results of
operations and for any distributions received or accrued. However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions. Excess losses are suspended for use in future years to
offset excess income.
Boston Capital Tax Credit Fund III L.P.
NOTES TO FINANCIAL STATEMENTS
September 30, 2004
(Unaudited)
NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)
COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Six Months Ended June 30,
(Unaudited)
|
2004 |
2003 |
|
|
|
Revenues |
|
|
Rental |
$ 3,693,118 |
$ 3,489,264 |
Interest and other |
125,983 |
171,436 |
|
|
|
|
3,819,101 |
3,660,700 |
|
|
|
Expenses |
|
|
Interest |
907,228 |
929,612 |
Depreciation and amortization |
1,304,828 |
1,303,473 |
Operating expenses |
2,619,105 |
2,811,605 |
|
4,831,161 |
5,044,690 |
|
|
|
NET LOSS |
$ (1,012,060) |
$ (1,383,990) |
|
|
|
Net loss allocation to Boston |
|
|
|
|
|
|
|
|
Net loss allocated to other |
|
|
Net loss suspended |
$ (169,637) |
$ (178,163) |
The Partnership accounts for its investments using the equity method of
accounting. Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnerships results of
operations and for any distributions received or accrued. However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions. Excess losses are suspended for use in future years to
offset excess income.
Boston Capital Tax Credit Fund III L.P.
NOTES TO FINANCIAL STATEMENTS
September 30, 2004
(Unaudited)
NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)
COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Six Months Ended June 30,
(Unaudited)
|
2004 |
2003 |
|
|
|
Revenues |
|
|
Rental |
$ 5,164,479 |
$ 4,977,662 |
Interest and other |
184,320 |
222,208 |
|
|
|
|
5,348,799 |
5,199,870 |
|
|
|
Expenses |
|
|
Interest |
1,620,313 |
1,645,454 |
Depreciation and amortization |
1,597,767 |
1,327,907 |
Operating expenses |
3,075,844 |
2,968,735 |
|
6,293,924 |
5,942,096 |
|
|
|
NET LOSS |
$ (945,125) |
$ (742,226) |
|
|
|
Net loss allocation to Boston Capital Tax Credit Fund |
|
|
|
|
|
|
|
|
Net loss allocated to other |
|
|
|
|
|
Net loss suspended |
$ (64,428) |
$ (46,395) |
The Partnership accounts for its investments using the equity method of
accounting. Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnerships results of
operations and for any distributions received or accrued. However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions. Excess losses are suspended for use in future years to
offset excess income.
Boston Capital Tax Credit Fund III L.P.
NOTES TO FINANCIAL STATEMENTS
September 30, 2004
(Unaudited)
NOTE E - TAXABLE LOSS
The Fund's taxable loss for the year ended December 31, 2004 is expected to differ from its loss for financial reporting purposes. This is primarily due to accounting differences in depreciation incurred by the Operating Partnerships and also differences between the equity method of accounting and the IRS accounting methods. No provision or benefit for income taxes has been included in these financial statements since taxable income or loss passes through to, and is reportable by, the partners and assignees individually.
Item 2. Management's Discussions and Analysis of Financial Condition and
Results of Operations
The Funds primary source of funds is the proceeds of its Public Offering. Other sources of liquidity will include (i) interest earned on capital contributions held pending investment and on Working Capital Reserves and (ii) cash distributions from operations of the operating Partnerships in which the Fund has and will invest. Interest income is expected to decrease over the life of the Fund as capital contributions are paid to the Operating Partnerships and Working Capital Reserves are expended. The Fund does not anticipate significant cash distributions from operations of the Operating Partnerships.
The Fund is currently accruing the fund management fee. Fund management fees accrued during the quarter ended September 30, 2004 were $648,039 and total fund management fees accrued as of September 30, 2004 were $19,978,206. Pursuant to the Partnership Agreement, such liabilities will be deferred until the Fund receives sales of refinancing proceeds from Operating Partnerships which will be used to satisfy such liabilities. The Funds working capital and sources of liquidity coupled with affiliated party liability accruals allow sufficient levels of liquidity to meet the third party obligations of the Fund. The Fund is currently unaware of any trends which would create insufficient liquidity to meet future third party obligations of the Fund.
The Fund has recorded an additional $635,362 as payable to affiliates. This represents fundings to make advances and/or loans to one Operating Partnership in Series 17.
The Fund offered BACs in a Public Offering declared effective by the Securities and Exchange Commission on January 24, 1992. The Fund received $38,705,000, $54,293,000, $50,000,000, $36,162,000 and $40,800,000 representing 3,870,500, 5,429,402, 5,000,000, 3,616,200 and 4,080,000 BACs from investors admitted as BAC Holders in Series 15, Series 16, Series 17, Series 18, and Series 19, respectively. The Public Offering was completed on December 17, 1993.
(Series 15) The Fund commenced offering BACs in Series 15 on January 24, 1992. Offers and sales of BACs in Series 15 were completed on September 26, 1992. The Fund has committed proceeds to pay initial and additional installments of capital contributions to 68 Operating Partnerships in the amount of $28,257,701. Series 15 has since sold its interest in one of the Operating Partnerships.
During the quarter ended September 30, 2004, $12,000 of Series 15 net offering proceeds were used to pay capital contributions. Series 15 net offering proceeds in the amount of $4,206 remain to be used by the Fund to pay remaining capital contributions to the Operating Partnerships that Series 15 has invested in as of September 30, 2004.
(Series 16) The Fund commenced offering BACs in Series 16 on July 13, 1992. Offers and sales of BACs in Series 16 were completed on December 28, 1992. The Fund has committed proceeds to pay initial and additional installments of capital contributions to 64 Operating Partnerships in the amount of $39,579,774.
During the quarter ended September 30, 2004, none of Series 16 net offering proceeds were used to pay capital contributions. Series 16 net offering proceeds in the amount of $72,362 remain to be used by the Fund to pay remaining capital contributions to the Operating Partnerships that Series 16 has invested in as of September 30, 2004.
(Series 17) The Fund commenced offering BACs in Series 17 on January 24, 1993. Offers and sales of BACs in Series 17 were completed on September 17, 1993. The Fund has committed proceeds to pay initial and additional installments of capital contributions to 49 Operating Partnerships in the amount of $36,538,204. Series 17 has since sold its interest in one of the Operating Partnerships.
During the quarter ended September 30, 2004, none of Series 17 net offering proceeds were used to pay capital contributions. Series 17 has outstanding contributions payable to 5 Operating Partnerships in the amount of $67,895 as of September 30, 2004. Of the amount outstanding, $15,097 has been funded into an escrow account on behalf of one of the Operating Partnerships. The remaining contributions as well as the escrowed funds will be released to the Operating Partnerships when they have achieved the conditions set fourth in their partnership agreements.
(Series 18) The Fund commenced offering BACs in Series 18 on September 17, 1993. Offers and sales of BACs in Series 18 were completed on September 22, 1993. The Fund has committed proceeds to pay initial and additional installments of capital contributions to 34 operating Partnerships in the amount of $26,442,202.
During the quarter ended September 30, 2004, none of Series 18 net offering proceeds were used to pay capital contributions. Series 18 net offering proceeds in the amount of $18,554 remain to be used by the Fund to pay remaining capital contributions to the Operating Partnerships that Series 18 has invested in as of September 30, 2004.
(Series 19) The Fund commenced offering BACs in Series 19 on October 8, 1993. Offers and sales of BACs in Series 19 were completed on December 17, 1993. The Fund has committed proceeds to pay initial and additional installments of capital contributions to 26 Operating Partnerships in the amount of $29,614,506.
During the quarter ended September 30, 2004, none of Series 19 net offering proceeds were used to pay capital contributions. Series 19 net offering proceeds in the amount of $24,000 remain to be used by the Fund to pay remaining capital contributions to the Operating Partnerships that Series 19 has invested in as of September 30, 2004.
As of September 30, 2004 and 2003 the Fund held limited partnership interests in 239 Operating Partnerships. In each instance the Apartment Complex owned by the applicable Operating Partnership is eligible for the Federal Housing Tax Credit. Initial occupancy of a unit in each Apartment Complex which complied with the Minimum Set-Aside Test (i.e., initial occupancy by tenants with incomes equal to no more than a certain percentage of area median income) and the Rent Restriction Test (i.e., gross rent charged tenants does not exceed 30% of the applicable income standards) is referred to hereinafter as "Qualified Occupancy." Each of the Operating Partnerships and each of the respective Apartment Complexes are described more fully in the Prospectus or applicable report on Form 8-K. The General Partner believes that there is adequate casualty insurance on the properties.
The Fund incurred a fund management fee to Boston Capital Asset Management Limited Partnerships (formerly Boston Capital Communications Limited Partnership) in an amount equal to .5 percent of the aggregate cost of the apartment complexes owned by the Operating Partnerships, less the amount of certain asset management and reporting fees paid by the Operating Partnerships. The fund management fees incurred, net of reporting fees received, for the quarter ended September 30, 2004 for Series 15, Series 16, Series 17, Series 18 and Series 19 were $125,263, $168,283, $110,014, $95,487, and $90,337 respectively.
The Funds investment objectives do not include receipt of significant cash distributions from the Operating Partnerships in which it has invested or intends to invest. The Funds investments in Operating Partnerships have been made principally with a view towards realization of Federal Housing Tax Credits for allocation to its partners and BAC holders.
Series 15
As of September 30, 2004 and 2003, the average qualified occupancy for the series was 99.9%. The series had a total of 67 properties September 30, 2004. Out of the total 66 were at 100% qualified occupancy.
For the six months being reported Series 15 reflects a net loss from Operating Partnerships of $977,210, which includes depreciation of $1,755,970, which is a non-cash item. This is an interim period estimate; it is not necessarily indicative of the final year end results.
In an attempt to capitalize on the strong California real estate market the Operating General Partner of Hidden Cove Apartments (Hidden Cove) entered into an agreement to sell the property and the transaction closed in May 2003. As part of the purchase agreement, the buyer is required to maintain the property as affordable housing through the end of the tax credit compliance period and, to provide a recapture bond to avoid the recapture of the tax credits that have been taken. Sale proceeds due to Boston Capital Tax Credit Fund I-Series 3 (BCTC I) and Boston Capital Tax Credit Fund III-Series 15 (BCTC III) are $1,572,368 and $136,352, respectively. The majority of the sale proceeds were received by the Investment Partnerships in May 2003, and the balance was received in September 2003. Of the proceeds received $1,240,404 and $107,565, for Series 3 and Series 15, respectively was distributed to the investors in July 2004. This represented a per BAC distributions of $.430 and $.028 for Series 3 and 15, resp ectively. The total returned to the investors was distributed based on the number of BACs held by each investor. The amounts for each series, while different in actual dollars, represent the same percentage of return to each Investment Partnership. The remaining proceeds total of $360,750 was paid to BCAMLP for fees and expenses related to the sale and partial reimbursement of amounts payable to affiliates. The breakdown of the amount to be paid to BCAMLP is as follows: $10,000 represents reimbursement of expenses incurred related to sale, which includes but is not limited to due diligence, legal and mailing costs; $50,000 represents a fee for overseeing and managing the disposition of the property; and $300,750 represents a partial payment of outstanding Asset Management Fees due to BCAMLP.
School Street I Limited Partnership (School Street Apts. I) is a 24-unit complex located in Marshall, Wisconsin. Average occupancy through the third quarter of 2004 is 90%. Occupancy at the property had dropped due to an increase in evictions for non-payment of rent. There has been very little traffic at the property over the last 60 days. The market here is slow with very few phone calls to the property. Average vacancies in the area are running 15-17%. Management is currently running rental concessions which began in July 2004. The current concession is "Move in and receive $1,500", which can be used any time during the lease term but not all up front, they must also fulfill the entire lease term or the credit will be removed from the account. Operations remain below breakeven due to high operating expenses and fluctuations in occupancy. The high operating expenses at the property are tied to preventative maintenance measures taken to maintain the development in a highly competitive market. The Operatin g General Partner continues to fund any operating cash deficits. The mortgage, taxes, insurance and accounts payables are current. The current mortgage for this development expires in December of 2004. The original mortgage note has a provision whereby at the lenders sole discretion the mortgage may be extended five years. The Operating General Partner is currently negotiating with the lender to grant the extension. Discussions are on-going at this time.
Beckwood Manor Eight Limited Partnership (Lakeside Apartments) is a 32-unit, senior property, located in Lake Village, Arkansas. Average physical occupancy in 2003 was 72%. Despite low occupancy in 2003, the property operated above breakeven. As of the third quarter 2004, occupancy is still low at 82%, however, the property is operating above breakeven with Debt Coverage Service Ratio of 1.06. The low occupancy is due to a lack of qualified residents in the Lake Village area. To increase rental traffic to the property, the management company has been advertising heavily in surrounding area newspapers. In January 2004, to enhance revenue, Rural Development allowed management to increase rental rates from $450 to $510 for one bedroom apartments and from $500 to $560 for two bedroom apartments. The property can support rental increases because the residents only pay 30% of their monthly income with the rest covered by rental assistance. The mortgage, taxes, insurance and payables are current.
Livingston Plaza, Limited (Livingston Plaza) is a 24-unit, family property located in Livingston, Texas. As of the third quarter of 2004, the property's occupancy averaged 84%. The property is having low occupancy rates due to poor public perception and competition from other housing options, especially mobile homes. The management company hired a police detail to patrol the property at night to discourage loitering and improve safety. This resulted in a drop in occupancy as the less desirable tenants moved out. However, management believes that this will improve the tenant base and will improve occupancy in the long-term. A new site manager with experience managing large housing complexes was hired in September. The Investment General Partner will continue to closely monitor Livingston Plaza's operations. All taxes, insurance and mortgage payments are current. The Operating General Partner guarantee is unlimited in time and amount.
Series 16
As of September 30, 2004 and 2003, the average qualified occupancy for the series was 100%. The series had a total of 64 properties at September 30, 2004, all of which were at 100% qualified occupancy.
For the six months being reported Series 16 reflects a net loss from Operating Partnerships of $1,516,988, which includes depreciation of $2,229,383, which is a non-cash item. This is an interim period estimate; it is not necessarily indicative of the final year end results.
The reduction in net loss per BAC in the current year is primarily the result of a reduction in the share of loss from Operating Partnerships reported by the series. The reduction in the Operating Partnership loss is a result of an increase in losses suspended due to limitations of the equity method of accounting.
Cass Partners, L.P. (The Fitzgerald Building) is a 20-unit family property, located in Plattsmouth, NE, that continues to operate below breakeven due to low occupancy. In the first two quarters of 2004, average physical occupancy remained at 35%. In the third quarter physical occupancy dropped to 30%. Over abundance of affordable housing in the area has negatively impacted occupancy at this property. Lay-offs at area businesses have further softened the market. Additionally, the property does not offer amenities such as washer and dryer hook-ups in each unit nor does it have a parking lot for its residents; amenities available in surrounding tax credit properties. In the first quarter of 2004, to improve marketability of the property, the Operating General Partner renovated ten out of thirteen vacant apartments; however, this did not result in physical occupancy increase. The management company has stepped up their advertising, met with the local real estate companies, and has increased site signage. The four commercial spaces at the property have been leased and generate about $1,500 in monthly income. The mortgage, insurance are current; however the real estate taxes for 2003 are overdue and real estate taxes for the first two quarter of 2004 are late. The Operating General Partner has supported the property financially in the past; however, in the third quarter the Operating General Partner requested help from the Investment General Partners. The Investment General Partner is working closely with the Operating General Partner to insure that the mortgage does not go into default.
Clymer Park Associates Limited Partnership (Clymer Park Apartments) located in Clymer, Pennsylvania is a 32-unit elderly development. The 2003 audited financial statement indicates operations below breakeven due to low occupancy. The low occupancy in 2003 was due to the lack of rental assistance for seven of the units and a recently imposed restriction on Section 8 mobile vouchers. As of September 30, 2004 occupancy at the property increased to 91% from 88% at June 30, 2004. The management company currently maintains a significant waiting list of pre-qualified tenants and is currently processing several applications.
Branson Christian County II Limited Partnerships (Abbey Orchards Apartments II) located in Nixa, Missouri operated below breakeven in 2003. The operating deficits resulted from the low occupancy rate at this property, which averaged 89.3% in 2003. Occupancy improved in 2004 and averaged 94% through the third quarter of 2004. The increased occupancy has allowed the property to operate above breakeven in 2004. Provided that operations remain stable, the Investment General Partner will no longer provide special disclosure on this Operating Partnership.
Greenfield Properties Limited Partnership (Greenfield Properties) is a 20-unit property located in Greenfield, Missouri. The property has operated with an average occupancy through third quarter 2004 of 91%, and as a result is operating above breakeven. The increase in occupancy over the last six months is largely due to regular advertising in the newspaper, management getting previously vacant units rent-ready, and an incentive of free utilities. Six new residents have moved in as a result of this incentive. The Investment General Partner will continue to monitor occupancy and these marketing efforts. Provided that operations remain stable, the Investment General Partner will no longer provide special disclosure on this Operating Partnership.
Summersville Estates Limited Partnership (Summersville Estates) is a 24-unit property located in Summersville, Missouri. The property has operated with an average occupancy of 75% through third quarter 2004; however, it has operated above breakeven. Although occupancy has not improved greatly over the second quarter, a rent increase and management's close monitoring of expenses has kept this property above break-even. The Investment General Partner will continue to monitor this property for improved occupancy and maintenance of positive cash flow.
St. Croix Commons Limited Partnership (St. Croix Commons Apartments) is a 40-unit, family property located in Woodville, Wisconsin. The property operated with an average occupancy of 75% for the year 2003. Occupancy has increased slightly to an average of 82% through the third quarter of 2004. Operating expenses continue to stay below the state average. Because of the high vacancy rate and the low rental rates in the area, the property did not achieve breakeven operations through the third quarter of 2004. The management agent continues to market the available units by, working closely with the housing authority and, continuing various marketing efforts to attract qualified residents. The Operating General Partner continues to financially support the Operating Partnership. The mortgage, taxes, insurance and payables are current.
1413 Leavenworth Historic, L.P. (Lofts By The Market Apartments) is a 60-unit historic development located on the fringe of the historic warehouse district in downtown Omaha, Nebraska. The original developer/Operating General Partner is still in place and continues to fund the operating deficits. Over the past three years, there have been four different management companies retained to manage the property. This inconsistency has contributed to the cash flow, compliance and accounts payable problems currently impacting the property. On June 1, 2003, management of the property was transferred to Fieldcrest Management. Fieldcrest is an entity related to the Operating General Partner that was formed to take over the management of the Operating General Partner's assets. It is hoped that by having a close relationship with the managing agent, the Operating General Partner will offer the necessary resources and cooperation to assure the successful ongoing operation of the property. The major probl ems faced include inconsistent physical and economical occupancy, high operating expenses and tax credit compliance issues. In 2003, the management company reported that the property lost $290,642 while averaging 83% physical and 79% economic occupancy for the year. The management company has struggled to provide accurate financial accounting and reporting and as a result the reported losses were significantly higher than the $134,326 loss reported on the 2003 audit. Through the third quarter of 2004, the management company reported a $2,324 positive cash flow while averaging 86% physical and 85% economic occupancy. The audit issues cited in the 2002 Nebraska Investment Finance Authority (NIFA) audit have been resolved and an "all clear" has been given for compliance issues for that year. In the prior year, the State Agency issued "Low Income Housing Credit Agencies Report of Noncompliance" forms (8823's) for failing to file the required Annual Owner's Certifications. Fieldcrest is currently working on resol ving the prior year issues and expected to have those addressed by the third quarter of 2004. However, they have not fulfilled that goal to date. The Operating General Partner negotiated with mortgage lenders to procure a commitment to replace the current high interest rate financing to no avail. The Operating General Partner efforts are being hampered by the inconsistent operating history of the property and the inability to provide reliable financial data. It is unlikely that the Operating General Partner will be able to obtain a commitment until operations stabilize and the property produces positive cash flow for more than 90 concurrent days.
Series 17
As of September 30, 2004 and 2003, the average qualified occupancy for the series was 99.7%. The series had a total of 48 properties at September 30, 2004. Out of the total 47 were at 100% qualified occupancy.
For the six months being reported Series 17 reflects a net loss from Operating Partnerships of $648,872, which includes depreciation of $1,821,378, which is a non-cash item. This is an interim period estimate; it is not necessarily indicative of the final year end results.
The reduction in net loss per BAC in the current year is primarily the result of a reduction in the share of loss from Operating Partnerships reported by the series. The reduction in the Operating Partnership loss is a result of an increase in losses suspended due to limitations of the equity method of accounting.
Annadale Housing Partners (Annadale Apartments) has historically reported net losses due to operational issues associated with the property. In 2003, occupancy decreased from the previous year's level, averaging 81.9% for the year. As a result of the low occupancy the site staff was replaced during the fourth quarter of 2003. Due to the efforts of the new site staff and continued aggressive marketing occupancy has shown improvement in 2004, with the third quarter occupancy remaining strong at 94%. Management has promoted events such as a food drive to bring the community together. A new advertisement has been running in the local paper offering the first months rent free at the senior property. Expenses decreased from the prior year levels, however remain higher than the state average. Maintenance costs continue to be high due to the provisions of the loan agreements which stipulate that the Operating Partnership must spend a minimum of $55,000 per year on capital improvements, with the funding coming fro m operations. A substantial rent increase went into effect in February 2004, and operating statements through September 2004 demonstrate that the Operating Partnership continues to operate above breakeven. Provided that operations remain stable, the Investment General Partner will no longer provide special disclosure on this Operating Partnership.
In an attempt to capitalize on the strong California real estate market the Operating General Partner of California Investors VI (Orchard Park) entered into an agreement to sell the property and the transaction closed in June 2003. As part of the purchase agreement, the buyer is required to maintain the property as affordable housing through the end of the tax credit compliance period, and to provide a recapture bond to avoid the recapture of the tax credits that have been taken. Sale proceeds due to Boston Capital Tax Credit Fund I-Series 3 (BCTC I) and Boston Capital Tax Credit Fund III-Series 17 (BCTC III) after repayment of advances made to the Operating Partnership are $453,144 and $31,790, respectively. Of the proceeds received $352,751 and $24,765, for Series 3 and Series 17, respectively, was distributed to the investors in July 2004. This represented a per BAC distribution of $.122 and $.005 for Series 3 and 17, respectively. The total returned to the investors was distributed based on the number of BACs held by each investor at the time of the sale. The amounts for each series, while different in actual dollars, represent the same percentage of return to each Investment Partnership. The remaining proceeds total of $107,418 was paid to BCAMLP for fees and expenses related to the sale, and partial reimbursement of amounts payable to affiliates. The breakdown of the amount to be paid to BCAMLP is as follows: $10,000 represents reimbursement of expenses incurred related to sale, which includes but is not limited to due diligence, legal and mailing costs; $50,000 represents a fee for overseeing and managing the disposition of the property; and $47,418 represents a partial payment of accrued asset management fees.
Operations at Palmetto Properties Ltd. (Palmetto Villas) have historically suffered from low occupancy and significant deferred maintenance issues. Occupancy through September 2004 has averaged 87%. The property is currently operating above breakeven due to the fact that operating expenses have been kept low. The replacement reserve has not been funded at required levels. At December 31, 2003 real estate taxes were delinquent for the years 2001 - 2003 in the amount of $85,416. In February 2004, Rural Development agreed to voucher the 2001 and 2002 unpaid taxes. The 2003 taxes were paid from property operations. In an effort to make the property financially solvent, Rural Development is working towards re-amortizing the total loan amount thus easing the burden on the property for all outstanding balances due. Due to the successions of hurricanes experienced in Florida, the finalizing of the refinance has been delayed slightly and is anticipated to be completed in the fourth quarter of 2004. Management has also requested additional Rental Assistance, and a rent increase of $30 per unit. The Operating Partnership is faced with deferred maintenance issues. There is evidence of damage to some of the concrete patios, which are washing out as there are no gutters to divert the rainfall. There is a drainage problem at the base of the driveways. The kitchen counters and cabinets are old. The property is experiencing problems with the cracking of water pipes. The pipes are apparently buried only 5 inches below the surface. Management has focused on funding the tax and insurance escrow to avoid any further delinquencies in paying the property taxes. Once the debt is reamortized, the focus will be on replenishing reserves in order to cure deferred maintenance issues. The Investment General Partner continues to monitor the situation.
Mt. Vernon Associates, L.P. (Green Court Apartments) is a 76-unit building located in Mt. Vernon, NY. The Operating Partnership suffered from negative cash flow as a result of high operating expenses. The property has been able to meet obligations due to the Operating General Partner funding deficits. One of the Operating General Partners withdrew from the Partnership in the second quarter of 2003. The remaining Operating General Partner is committed to enhancing the performance of the property. A capital improvement escrow was funded to pay for necessary repair costs. The withdrawing Operating General Partner funded $25,000 to the account, and the balance of the funds have come as a result of refinancing the debt on the property. Such repairs include: work to the building façade, skylight and chimney repairs, roof repairs, and modifications to the domestic hot water system. A site visit at the property in November 2003 showed the capital improvements in place to date have had a significant impact on curb appeal. The remaining repairs were completed in the spring of 2004. A follow up site inspection is planned in the fourth quarter of 2004. Operations at the property demonstrated improvement during 2003, with occupancy averaging 96.58% for the year. Expenses decreased primarily as a result of decreased utility expenses. Taking these factors into account, the Operating Partnership has operated above breakeven in 2003. Occupancy remains strong going into 2004 with occupancy through the third quarter averaging 97%. Operations are running slightly below breakeven due to capital improvements funded through operations and the capital improvement escrows. If not for this, the Partnership would be operating at breakeven. As a result of an audit performed by the State Agency in 1999, several instances of non-compliance were noted in the files. Some of the non-compliance items noted were within the initial tenant files. The non-compliance was reported to the IRS and subsequently 8823's were issued. Management h as corrected the files to the best of their ability; however the files are not complete, and the 8823's remain uncorrected. The Investment General Partner has requested copies of the first year tenant files to make an assessment of the situation. Based upon a preliminary review, the Investment General Partner has a concern that the Operating Partnership may not meet the minimum set-aside requirements, and may be subject to either partial recapture or disallowance of credits. However, final determination of any potential non-compliance issues that may exist will only be determined if the Partnership is audited by the IRS. To date no recapture of credits has been taken. A subsequent audit was performed at the property on January 9, 2003. The state agency found one minor file compliance issue, which has since been corrected. They also required deferred maintenance issues to be corrected such as the chimney and façade repairs discussed above. Provided that operations remain stable, the Investment General Partner will no longer provide special disclosure on this Operating Partnership.
Waynesburg Housing Limited Partnership (Waynesburg House Apartments) is a 34-unit elderly development located in Waynesburg, Pennsylvania. The 2003 financial statement indicates significantly improved operations well above breakeven. During 2003 occupancy stabilized above 90% and as of September 30, 2004 is 94%. The Investment General Partner will continue to monitor this property. Provided that the improved operations continue throughout 2004 the Investment General Partner will discontinue special disclosure on this Operating Partnership.
Aspen Ridge Apartments, L.P. a 42-unit development located in Omaha, Nebraska. The original developer/Operating General Partner is still in place and continues to fund operating deficits. Over the past three years, there have been four different management companies. This inconsistency has contributed to issues involving the cash flow, tax credit compliance and accounts payable. On June 1, 2003, management of the property was transferred to Fieldcrest Management, an entity related to the Operating General Partner. It is hoped that by having a close relationship with the managing agent, the Operating General Partner will offer the necessary resources and cooperation to assure the successful ongoing operation of the property. The major problems faced include inconsistent occupancy, high operating expenses and tax credit compliance issues. In 2003, the management company reported that the property lost $142,673 while averaging 92% physical and 89% economic occupancy for the year. The management company has s truggled to provide accurate financial accounting and reporting and, as a result, the reported losses were significantly higher than the $38,253 actual loss reflected on the 2003 audit. Through the third quarter of 2004, the property is reported to have generated a cash flow of nearly $40,000 while averaging 98% physical and 95% economic occupancy. Issues associated with the 2002 Nebraska Investment Finance Authority (NIFA) audit have been resolved and an "all clear" has been given for compliance for that year. In 2001, NIFA issued Low Income Housing Credit Agencies Report of Noncompliance forms (8823's) for failing to file the required the Annual Owner's Certification. Fieldcrest is working on resolving the prior year 8823s and expects to have those issues resolved by the end of 2004. The Operating General Partner has solicited numerous mortgage lenders in an effort to secure a commitment to replace the current high interest rate mortgage. His efforts have been unsuccessful due to the poor operating history of the property and the inability of the general partner to provide reliable financial data. While he plans to continue his efforts to seek new debt, considering the current obstacles that still need to be overcome, it could be a year or more before a mortgage commitment can be obtained.
Series 18
As of September 30, 2004 and 2003 the average qualified occupancy for the series was 100%. The series had a total of 34 properties at September 30, 2004, all of which were at 100% qualified occupancy.
For the six months being reported Series 18 reflects a net loss from Operating Partnerships of $1,012,060, which includes depreciation of $1,304,828, which is a non-cash item. This is an interim period estimate; it is not necessarily indicative of the final year end results.
Series 18 has invested in 4 Operating Partnerships (the "Calhoun Partnerships") in which the Operating General Partner is Reimer Calhoun, Jr. or an entity which is affiliated with or controlled by Reimer Calhoun (the "Reimer Calhoun Group"). The Operating Partnerships are: Leesville Elderly Apts., Lockport Elderly Apts., Natchitoches Elderly Apts., and Vivian Elderly Apts. The affordable housing properties owned by the Calhoun Partnerships are located in Louisiana and consist of approximately 174 apartment units in total. The low income housing tax credit available annually to Series 18 from the Calhoun Partnerships is approximately $523,397, which is approximately 11% of the total annual tax credit available to investors in Series 18.
In the summer of 2002, the US Attorney for the Western District of Louisiana notified the Investment General Partner that the Reimer Calhoun group was under investigation by several federal agencies for the alleged manipulation of property cost certifications. In early 2003, the Investment General Partner learned that the US Attorney intended to bring criminal charges against certain members of the Reimer Calhoun group for falsifying the certified cost basis upon which the Louisiana Housing Finance Agency determined the tax credit calculation with respect to approximately 40 Operating Partnerships in which Series 18 is not an investor. The Investment General Partner used these certifications in determining the tax credits investors would receive through their investment in the Calhoun Partnerships. In effect, it appears that the contractor that built the apartment properties (an affiliate of Mr. Calhoun's) overbilled the respective Operating Partnerships, thereby improperly inflating the cost certificatio n and the amount of tax credit generated.
In late March, 2003, Reimer Calhoun, Jr. pleaded guilty to charges of wire fraud and conspiracy to commit equity skimming. At that time, the Investment General Partner obtained $1,282,202, currently held in escrow, from Reimer Calhoun for the purpose of offsetting any potential losses to tax credits caused by Mr. Calhoun's fraud.
On September 25, 2003, judgment in a criminal case was entered against Reimer Calhoun, Jr. and TF Management, Inc. On Count 1, alleging wire fraud, Reimer Calhoun, Jr. was sentenced to 60 months in the custody of the United States Bureau of Prisons. On Count 2, Mr. Calhoun received a concurrent 60 month sentence. Mr. Calhoun's prison sentence began on October 13, 2003. Mr. Calhoun was further fined $500,000 and ordered to pay restitution of $4,363,683 to various parties. The amount of restitution ordered paid to the Investment General Partner was $1,559,723. This amount includes the monies previously paid by Mr. Calhoun. The additional $277,521 was received in December 2003.
The Investment General Partner has cooperated fully with the US Attorney in the investigation, and there has been no suggestion of any wrongdoing on the part of it or any of its affiliates.
In 2003, the Internal Revenue Service commenced an audit of the Calhoun partnerships in order to finally determine the amount of overstated tax credits. The Investment General Partner has reached a resolution with the IRS whereby the adjustments to tax credits will be made only for the tax years 2004 and thereafter in order to avoid amending tax returns already filed for the years 2001, 2002 and 2003. It is anticipated that final Closing Agreements will be entered into with the IRS for each of the partnerships by year end. At this point, the Investment Partnerships have incurred substantial legal and accounting costs based upon Mr. Calhoun's fraud. It is anticipated that some of these costs will continue at least through completion of the Closing Agreements. It is further anticipated that the $1,559,723 will be sufficient to fully protect the investors and provide restitution to the Investment Partnerships affected.
With respect to each of the Calhoun Partnerships where Reimer Calhoun has been the Operating General Partner or in control of an entity which has been the Operating General Partner, the Investment General Partner and its affiliates are in the process of replacing them with another entity which is controlled by Murray Calhoun, the son of Reimer Calhoun. Murray Calhoun is the principal of Calhoun Property Management, L.L.C., which has provided property level management services for the apartment properties owned by the Calhoun Partnerships. Murray Calhoun also cooperated fully with the criminal investigation of his father, and the Investment General Partner and its affiliates have confirmed directly with the US Attorney that no evidence was found of any wrongdoing on the part of Murray Calhoun.
The Investment General Partner and its affiliates have undertaken discussions with the Rural Housing Service of the U.S. Department of Agriculture, in its capacity as first mortgage lender for each of the Calhoun Partnerships, to make sure that all of the mortgage loans are and will continue to be in good standing notwithstanding the overstated credit and the criminal prosecution resulting therefrom. RHS has also indicated that it will consent to the replacement of general partners noted above.
Finally, the Investment General Partner and its affiliates are reviewing their business dealings with the Calhoun Partnerships in general to attempt to determine if any other irregularities have occurred.
Glen Place Apartments (Glen Place Apartments) operated with an average occupancy of 90% for the year 2002. The fourth quarter 2003 occupancy increased to an average of 97%. The operating expenses continue to stay below the state average. Although the occupancy increased, the low rental rates in the area prevented the property from achieving breakeven operations in the fourth quarter of 2003. The management agent continues to market the available units by working closely with the housing authority and continuing various marketing efforts to attract qualified residents. The Operating General Partner continues to financially support the partnership. The mortgage, taxes, insurance and payables are current.
Arch Development, LP, is a 75-unit property located in Boston, Massachusetts providing low-income housing to homeless, HIV positive and very low income tenants. Although occupancy has consistently remained above 90%, the property has struggled with meeting their expense obligations. Specifically, the property has been delinquent in their water, sewer, and real estate payments to the City of Boston and has not consistently met the terms of the established payment agreement. The Operating General Partner has initiated discussions with two area banks to refinance the property at a reduced interest rate and the Investing General Partner will be conducting a review of the 2004 unaudited financial reports, at the Operating General Partner's office, to determine the impact of refinancing on the partnership. The Operating General Partner has an unlimited guarantee in time and amount.
Chelsea Square Development Limited Partnership (Chelsea Square Apartments) is a 6-unit property, which incurred negative cash flow during 2003 as a result of low residential rental rates, and the nonpayment of commercial rental revenue to the property. As of June 30, 2004 occupancy is 66%. To prevent the City of Chelsea from foreclosing on the property the Investment General Partner and the Operating General Partner have each agreed to pay 50% of the outstanding real estate taxes and water & sewer charges. The Operating General Partner is negotiating with the City of Chelsea to pay past due trash charges. The property's mortgage and property insurance are current. The Operating General Partner's operating deficit guarantee is unlimited as to amount and time. The Investment General Partner has scheduled a meeting at the Operating General Partner's office to review the financials.
Preston Wood Associates L.P. (Preston Apartments) is a 62-unit property located in Bentonville, Arkansas. In previous years, Preston Wood operated below breakeven due to high debt service and high operating expenses, primarily related to high water, sewer and energy rates, which are prevalent throughout the state. During 2003, the property re-amoritzed the debt thereby reducting the payment by $6,200 monthly, allowing the property to reduce some of the long term obligations.
The average occupancy through September 2004 is 85%. Fluctuations in occupancy in 2003 and 2004 were related to layoffs at the two major employers in the area. In response to the change in occupancy, the Operating General Partner significantly increased their marketing, phased in the placement of washers and dryers in the units, and implemented the Sure Deposit program, which significantly reduced the move-in cost to residents. During 2003, the property continued its aggressive marketing strategy and changed its current manager. The Investment General Partner will continue to work with the Operating General Partner to reduce operating expenses and stabilize occupancy. The Operating General Partner continues to fund operating deficits. The mortgage, trade payables, property taxes and insurance are current.
Parvin's L.P. (Parvin's Branch Townhouses) is a 24-unit family property located in Vineland, New Jersey. Credit delivery began in 1993 and continued through 2003. The property has historically operated below breakeven, and continued to do so in 2004. The property expended cash due to high debt service (specifically high interest rate of 10.5%) and high operating expenses. The average occupancy through September 2004 was 92%, which is consistent with the prior year. The Investment Limited Partner will discuss a refinance with the Operating General Partner. The Operating General Partner continues to fund operating deficits.
Newton I, L.P. (Newton Plaza Apartments) is a 24-unit property in Newton, Iowa that over the past two years has had difficulty sustaining an average occupancy above 90%. In 2003, the property averaged 88% occupancy; however through the second quarter of 2004, occupancy has increased to 98%. With a significant tax reduction in September and the approval of a 2004 rent increase, it is expected that operations will continue to improve at the property in the coming year. Provided that the improved operations continue throughout 2004 the Investment General Partner will discontinue special disclosure on this Operating Partnership.
Evergreen Hills Associates, L.P. (Evergreen Hills Apartments) is a 72-unit property located in Macedon, NY. The property has historically operated below breakeven, and continued to do so in 2003. When comparing current operations with expected cash flow, expenses are running significantly higher than projected, specifically real estate taxes and insurance. Although rents are currently $80 less than the tax credit maximum allowable rents, this property is part of a three phase complex, and any rent increase would be detrimental to occupancy. Management does not feel that the area where the property is located can support any increase. In 2003 the average occupancy was 90.39%. Through the third quarter of 2004 average occupancy decreased to 83% and the property is operating below breakeven as a result. The property continues to operate below breakeven as a result of decreased occupancy and rental revenues. The Operating General Partner has stated that the economy is poor with the decrease in employment at K odak, and other area corporations. The Operating General Partner interest will be transferred from Home Properties of New York, LP to Silver Evergreen, LLC. The transfer documents are in the process of final revisions, and once executed will have an effective date of September 30, 2004. Home Properties has decided to exit the Affordable Housing business and has been actively transferring its tax credit portfolio over the last two years. The new Operating General Partner is making strong efforts to improve operations at the property and increasing occupancy.
Series 19
As of September 30, 2004 and 2003 the average qualified occupancy for the series was 100%. The series had a total of 26 properties at September 30, 2004, all of which were at 100% qualified occupancy.
For the six months being reported Series 19 reflects a net loss from Operating Partnerships of $945,125, which includes depreciation of $1,597,767, which is a non-cash item. This is an interim period estimate; it is not necessarily indicative of the final year end results.
Series 19 has invested in 3 Operating Partnerships (the "Calhoun Partnerships") in which the Operating General Partner is Reimer Calhoun, Jr. or an entity which is affiliated with or controlled by Reimer Calhoun (the "Reimer Calhoun Group"). The Operating Partnerships are: Hebbronville Apts., Lone Star Seniors Apts., and Martindale Apts. The affordable housing properties owned by the Calhoun Partnerships are located in Texas and consist of approximately 68 apartment units in total. The low income housing tax credit available annually to Series 19 from the Calhoun Partnerships is approximately $78,750, which is approximately 1% of the total annual tax credit available to investors in Series 19.
In the summer of 2002, the US Attorney for the Western District of Louisiana notified the Investment General Partner that the Reimer Calhoun group was under investigation by several federal agencies for the alleged manipulation of property cost certifications. In early 2003, the Investment General Partner learned that the US Attorney intended to bring criminal charges against certain members of the Reimer Calhoun group for falsifying the certified cost basis upon which the Louisiana Housing Finance Agency determined the tax credit calculation with respect to approximately 40 Operating Partnerships in which Series 19 is not an investor. The Investment General Partner used these certifications in determining the tax credits investors would receive through their investment in the Calhoun Partnerships.
In effect, it appears that the contractor that built the apartment properties (an affiliate of Mr. Calhoun's) overbilled the respective Operating Partnerships, thereby improperly inflating the cost certification and the amount of tax credit generated.
In late March, 2003, Reimer Calhoun, Jr. pleaded guilty to charges of wire fraud and conspiracy to commit equity skimming. At that time, the Investment General Partner obtained $1,282,202, currently held in escrow, from Reimer Calhoun for the purpose of offsetting any potential losses to tax credits caused by Mr. Calhoun's fraud.
On September 25, 2003, judgment in a criminal case was entered against Reimer Calhoun, Jr. and TF Management, Inc. On Count 1, alleging wire fraud, Reimer Calhoun, Jr. was sentenced to 60 months in the custody of the United States Bureau of Prisons. On Count 2, Mr. Calhoun received a concurrent 60 month sentence. Mr. Calhoun's prison sentence began on October 13, 2003. Mr. Calhoun was further fined $500,000 and ordered to pay restitution of $4,363,683 to various parties. The amount of restitution ordered paid to the Investment General Partner was $1,559,723. This amount includes the monies previously paid by Mr. Calhoun. The additional $277,521 was received in December 2003.
The Investment General Partner has cooperated fully with the US Attorney in the investigation, and there has been no suggestion of any wrongdoing on the part of it or any of its affiliates.
In 2003, the Internal Revenue Service commenced an audit of the Calhoun partnerships in order to finally determine the amount of overstated tax credits. The Investment General Partner has reached a resolution with the IRS whereby the adjustments to tax credits will be made only for the tax years 2004 and thereafter in order to avoid amending tax returns already filed for the years 2001, 2002 and 2003. It is anticipated that final Closing Agreements will be entered into with the IRS for each of the partnerships by year end. At this point, the Investment Partnerships have incurred substantial legal and accounting costs based upon Mr. Calhoun's fraud. It is anticipated that some of these costs will continue at least through completion of the Closing Agreements. It is further anticipated that the $1,559,723 will be sufficient to fully protect the investors and provide restitution to the Investment Partnerships affected.
With respect to each of the Calhoun Partnerships where Reimer Calhoun has been the Operating General Partner or in control of an entity which has been the Operating General Partner, the Investment General Partner and its affiliates are in the process of replacing them with another entity which is controlled by Murray Calhoun, the son of Riemer Calhoun. Murray Calhoun is the principal of Calhoun Property Management, L.L.C., which has provided property level management services for the apartment properties owned by the Calhoun Partnerships. Murray Calhoun also cooperated fully with the criminal investigation of his father, and the Investment General Partner and its affiliates have confirmed directly with the US Attorney that no evidence was found of any wrongdoing on the part of Murray Calhoun.
The Investment General Partner and its affiliates have undertaken discussions with the Rural Housing Service of the U.S. Department of Agriculture, in its capacity as first mortgage lender for each of the Calhoun Partnerships, to make sure that all of the mortgage loans are and will continue to be in good standing notwithstanding the overstated credit and the criminal prosecution resulting there from. RHS has also indicated that it will consent to the replacement of general partners noted above.
Finally, the Investment General Partner and its affiliates are reviewing their business dealings with the Calhoun Partnerships in general to attempt to determine if any other irregularities have occurred.
Carrollton Villa, L.P. (Carrollton Villa) located in Carrollton, Missouri operated below breakeven in 2003 as a result of low occupancy and reduced rent levels. Occupancy at the property averaged 71% in 2003. The primary problem is that Carrolton, Missouri has experienced significant economic decline. All of the major employers have relocated. Rent decreases were required to attract potential residents. Management also ran ads in the local newspaper and has posted flyers throughout the community and in surrounding areas. The marketing efforts produced results in the occupancy. Occupancy averaged 86% through the third quarter of 2004 and averaged 91% for the second and third quarters. The property continues to operate below breakeven due to the reduced rent levels. The property's mortgage, taxes and insurance are all current. As of October 1, 2004, the Operating General Partner interests were transferred to Missouri Valley Community Action Agency, a local nonprofit that manages, develops and provides services
to affordable housing. Upon transfer to a nonprofit, the mortgage became a cash flow only mortgage. This should help the property begin to operate at breakeven.
Holts Summit Square, Limited Partnership (Callaway Villa Apartments) located in Holts Summit, Missouri, operated with an average occupancy of 95% in 2003. Despite the high occupancy the property operated below breakeven in 2003 due to high turnover and the resulting maintenance expense. Management focused on tenant retention as well as tighter screening and operations at the property improved. Occupancy averaged 97% through the third quarter of 2004 and the property operated above breakeven. The property's mortgage, taxes and insurance are all current. Provided that the improved operations continue throughout 2004 the Investment General Partner will discontinue special disclosure on this Operating Partnership.
Jeremy Associates L.P., a 93-unit family development located in Las Colinas, Texas operated below breakeven during 2003. Occupancy changes and the overall decline in the sub-market during 2003 and 2004 are related to increased competition with other tax credit communities. To remain competitive, the property increased advertising and outreach marketing to local business and retail centers, reduced prices on two and three bedrooms to remain competitive with newer conventional product with more amenities, increased hours of operation to include Sundays and increased internet advertising. Average occupancy through the third quarter of 2004 is 86%. The property also experienced high operating costs attributed to foundation and stress cracks over the past several years. Between 2001 and 2003 a total of $61,310 in foundation work was completed. An engineer's report was conducted to inspect all buildings for foundation movement in 2003. The inspection identified five buildings with current foundation movement. T he 2004 budget reflects monies for foundation work to be completed on three out of five buildings totaling $38,980. The overall estimate to complete the foundation work and address the interior issues as a result of the movement is estatimated at $170,000. However, several emergency repairs were needed to rebuild three deteriorating stair towers, resulting from foundation movement. At this point the Operating General Partner is monitoring movement in the five buildings identified in the engineer's report before proceeding further.
The Investment General Partner visited the property in July and reviewed the work that has been completed and discussed the future improvements with the General Parnter. The Investment General Partner will continue to work with the Operating General Partner through the completion of the improvements and reduction of the operating expenses. The mortgage, trade payables, property taxes and insurance are current.
Principal Accounting Policies and Estimates
The financial statements are prepared in accordance with accounting principles generally accepted in the United States of America, which requires the Partnership to make certain estimates and assumptions. A summary of significant accounting policies is provided in Note 1 to the financial statements. The following section is a summary of certain aspects of those accounting policies that may require subjective or complex judgments and are most important to the portrayal of Partnership's financial condition and results of operations. The Partnership believes that there is a low probability that the use of different estimates or assumptions in making these judgments would result in materially different amounts being reported in the financial statements.
The Partnership is required to assess potential impairments to its long-lived assets, which is primarily investments in limited partnerships. The Partnership accounts for its investment in limited partnerships in accordance with the equity method of accounting since the Partnership does not control the operations of the Operating Limited Partnership.
If the book value of the Partnership's investment in an Operating Partnership exceeds the estimated value derived by management, which generally consists of the remaining future Low-Income Housing Credits allocable to the Partnership and the estimated residual value to the Partnership, the Partnership reduces its investment in any such Operating Limited Partnership and includes such reduction in equity in loss of investment of limited partnerships.
Item 3 |
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Not Applicable |
Item 4 |
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(a) |
Evaluation of Disclosure Controls and Procedures |
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As of the end of the period covered by this report, the Partnership's General Partner, under the supervision and with the participation of the Principal Executive Officer and Principal Financial Officer of C&M Management, Inc. carried out an evaluation of the effectiveness of the Fund's "disclosure controls and procedures" as defined in the Securities Exchange Act of 1934 Rules 13a-15 and 15d-15. Based on that evaluation, the Principal Executive Officer and Principal Financial Officer have concluded that as of the end of the period covered by this report, the Fund's disclosure controls and procedures were adequate and effective in timely alerting them to material information relating to the Fund required to be included in the Partnership's periodic SEC filings. |
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(b) |
Changes in Internal Controls |
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There were no changes in the Fund's internal control over financial reporting that occurred during the quarter ended September 30, 2004 that materially affected, or are reasonably likely to materially affect, the Partnership's internal control over financial reporting. |
Item 1. |
Legal Proceedings |
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None |
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Item 2. |
Unregistered Sales of Equity Securities and Use of Proceeds |
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None |
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Item 3. |
Defaults upon Senior Securities |
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None |
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Item 4. |
Submission of Matters to a Vote of Security |
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None |
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Item 5. |
Other Information |
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None |
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Item 6. |
Exhibits |
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(a)Exhibits |
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31.a Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, of John P. Manning, Principal Executive Officer, filed herein |
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31.b Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, of Marc N. Teal, Principal Financial Officer, filed herein |
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32.a Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of John P. Manning, Principal Executive Officer, filed herein |
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32.b Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Marc N. Teal, Principal Financial Officer, filed herein |
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SIGNATURES
Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, the Fund has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Boston Capital Tax Credit Fund III L.P. |
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By: |
Boston Capital Associates III L.P. |
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General Partner |
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By: |
BCA Associates Limited Partnership, |
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General Partner |
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C&M Management Inc., |
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General Partner |
Date: November 19, 2004 |
By: |
/s/ John P. Manning |
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John P. Manning |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Fund and in the capacities and on the dates indicated:
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TITLE: |
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November 19, 2004 |
/s/ John P. Manning |
Director, President |
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John P. Manning |
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DATE: |
SIGNATURE: |
TITLE: |
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November 19, 2004 |
/s/ Marc N. Teal |
Chief Financial Officer |
Marc N. Teal |