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10-K - NAT 5-3 FORM 10-K 3/31/08 - WNC HOUSING TAX CREDIT FUND V LP SERIES 3nt5310k.txt
EX-32 - EX 32-1 - WNC HOUSING TAX CREDIT FUND V LP SERIES 3ex321.txt
EX-31 - EX 31-1 - WNC HOUSING TAX CREDIT FUND V LP SERIES 3ex311.txt
EX-31 - EX 31-2 - WNC HOUSING TAX CREDIT FUND V LP SERIES 3ex312.txt
EX-32 - EX 32-2 - WNC HOUSING TAX CREDIT FUND V LP SERIES 3ex322.txt
EX-99 - EX 99-1 BLESSED ROCK FOR FYE 12/31/06 AND 05 - WNC HOUSING TAX CREDIT FUND V LP SERIES 3blessed2006.txt



REZNICK
GROUP





                            FINANCIAL STATEMENTS AND
                         INDEPENDENT ACCOUNTANTS' REPORT

                            BLESSED ROCK OF EL MONTE
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                                DECEMBER 31, 2007




Blessed Rock of El Monte (A California Limited Partnership) TABLE OF CONTENTS PAGE INDEPENDENT AUDITOR'S REPORT 3 FINANCIAL STATEMENTS: BALANCE SHEET 5 STATEMENT OF OPERATIONS 7 STATEMENT OF CHANGES IN PARTNERS' EQUITY (DEFICIT) 9 STATEMENT OF CASH FLOWS 10 NOTES TO FINANCIAL STATEMENTS 11
Reznick Group, P.C. Tel: (301) 652-9100 7700 Old Georgetown Road Fax: (301) 652-1848 Suite 400 www.reznickgroup.com Bethesda, MD 20814-6224 INDEPENDENT AUDITOR'S REPORT To the Partners Blessed Rock of El Monte We have audited the accompanying balance sheet of Blessed Rock of El Monte (a California Limited Partnership) as of December 31, 2007, and the related statements of operations, changes in partners' equity (deficit), and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States) and the standards applicable to financial audits contained in GOVERNMENT AUDITING STANDARDS, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Partnership has determined that it is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Partnership's internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Blessed Rock of El Monte as of December 31, 2007, and the results of its operations and cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America. Atlanta o Austin o Baltimore o Bethesda o Birmingham o Charlotte o Chicago Los Angeles o Sacramento o Tysons Corner -3-
As discussed more fully in note 8 of the financial statements, certain errors resulting principally in the overstatement of depreciation and amortization due to misallocation of building, deferred fees and organization cost, in prior years, were discovered by management of the Partnership during the current year. Accordingly, adjustments have been made to partners' equity (deficit) as of January 1, 2007, to correct the errors. /s/ Reznick Group, P.C. ----------------------- Skokie, Illinois Taxpayer Identification Number December 17, 2008 52-1088612 Lead Auditor: Jeff Dowd -4-
Blessed Rock of El Monte (A California Limited Partnership) BALANCE SHEET December 31, 2007 Current assets Cash and cash equivalents $ 742,805 Accounts receivable - tenants 697 Accounts receivable - other 6,281 Prepaid expenses 16,709 ----------- Total rental property 766,492 ----------- Deposits held in trust - funded Tenant security deposits 23,710 ----------- Restricted deposits and funded reserves Mortgage escrow deposits 21,386 Replacement reserve (note 3) 156,559 ----------- Total restricted deposits and funded reserves 177,945 ----------- Property and equipment (note 1) Land and land improvements 1,271,162 Buildings 8,099,384 Furnishings 57,645 ----------- 9,428,191 Less accumulated depreciation (2,159,703) ----------- Total property and equipment 7,268,488 ----------- Other assets Deferred fees, net 35,780 ----------- Total other assets 35,780 ----------- Total assets $ 8,272,415 =========== (continued) -5-
Blessed Rock of El Monte (A California Limited Partnership) BALANCE SHEET - CONTINUED December 31, 2007 LIABILITIES AND PARTNERS' EQUITY Current liabilities Accounts payable $ 11,404 Accrued management fee 3,882 Accrued mortgage loan interest 13,883 Accrued interest 72,677 Miscellaneous current liabilities 13,700 Prepaid rent 4,122 Current maturities of long term liabilities (note 3) 53,360 ----------- Total current liabilities 173,028 ----------- Deposit liabilities Tenant security deposits 23,710 ----------- Long-term liabilities Mortgage loan payable, net of current maturities (note 3) 2,309,685 Notes payable (note 4) 681,525 Grant loan payable 400,000 Accrued interest 188,000 ----------- Total long-term liabilities 3,579,210 ----------- Total liabilities 3,775,948 Contingency (note 7) Partners' equity (note 6) 4,496,467 ----------- Total liabilities and Partners' equity $ 8,272,415 =========== See notes to financial statements -6-
Blessed Rock of El Monte (A California Limited Partnership) STATEMENT OF OPERATIONS Year ended December 31, 2007 Income from rental operations Rental income - tenant, net $ 927,076 Laundry and vending 10,417 Interest income 7,330 Miscellaneous revenue 5,184 Tenant charges 1,313 ---------- Total income from rental operations 951,320 ---------- Administrative expenses Advertising and marketing 294 Office expenses 22,266 Other renting expenses 960 Management fee 44,489 Manager salaries 41,261 Legal expenses - Project 4,316 Bookkeeping fees 1,000 Audit expenses 9,950 Bad debts 38 Miscellaneous administrative expenses 14,451 ---------- Total administrative expenses 139,025 ---------- Utilities expense Electricity 27,360 Water 25,609 Gas 20,664 ---------- Total utilities expense 73,633 ---------- Operating and maintenance expenses Payroll 16,857 Supplies 40,304 Contracts 46,163 Miscellaneous operating expenses 355 Garbage and trash removal 6,229 ---------- Total operating and maintenance expenses 109,908 ---------- (continued) -7-
Blessed Rock of El Monte (A California Limited Partnership) STATEMENT OF OPERATIONS - CONTINUED Year ended December 31, 2007 Taxes and insurance Real estate taxes 11,816 Payroll taxes 7,355 Property and liability insurance 37,439 Fidelity bond insurance 615 Workers' compensation 9,514 Health benefits and other employee benefits 5,865 Miscellaneous 4,864 Property tax administrative cost -- ---------- Total taxes and insurance 77,468 ---------- Income before financial expenses, depreciation and amortization 551,286 ---------- Financial expenses Interest on mortgage loan payable 169,156 Interest on notes payable 14,342 Interest on grant loan payable 16,000 Asset management fee 108,926 ---------- Total financial expenses 308,424 ---------- Income before depreciation and amortization 242,862 Depreciation 212,807 Amortization 6,899 ---------- Net income $ 23,156 ========== See notes to financial statements -8-
Blessed Rock of El Monte (A California Limited Partnership) STATEMENT OF CHANGES IN PARTNERS' EQUITY (DEFICIT) Year ended December 31, 2007 Managing Special General General Limited Limited Partner Partner Partner Partners Total ----------- ----------- ----------- ----------- ----------- Partners' equity (deficit), December 31, 2006, as previously stated $ (1,975) $ (895) $ (81,036) $ 4,513,520 $ 4,429,614 Prior period adjustment 9 9 906 90,568 91,492 ----------- ----------- ----------- ----------- ----------- Partners' equity (deficit), December 31, 2006, as restated (1,966) (886) (80,130) 4,604,088 4,521,106 Distributions (23,897) - - (23,898) (47,795) Net income 2 2 229 22,923 23,156 ----------- ----------- ----------- ----------- ----------- Partners' equity (deficit), December 31, 2007 $ (25,861) $ (884) $ (79,901) $ 4,603,113 $ 4,496,467 =========== =========== =========== =========== =========== See notes to financial statements -9-
Blessed Rock of El Monte (A California Limited Partnership) STATEMENT OF CASH FLOWS Year ended December 31, 2007 Cash flow from operating activities Net income $ 23,156 Adjustments to reconcile net income to net cash provided by operating activities Depreciation 212,807 Amortization 6,899 Changes in: Tenant security deposits 1,812 Tenant accounts receivable 928 Prepaid expenses 2,093 Tenant security deposits liability 75 Accounts payable (151) Accrued mortgage loan interest (292) Accrued liabilities (8,942) Accrued management fee 3,882 Accrued interest payable on second mortgage 30,342 Prepaid rent 3,426 --------- Net cash provided by operating activities 276,035 --------- Cash flows from investing activities Purchase of property and equipment (9,883) Net change in escrow deposits 11,766 Net change in replacement reserve (21,729) --------- Net cash used in investing activities (19,846) --------- Cash flows from financing activities Principal payments on mortgage payable (49,738) Distributions (47,795) --------- Net cash used in financing activities (97,533) --------- Net change in cash and cash equivalents 158,656 Cash and cash equivalents, beginning 584,149 --------- Cash and cash equivalents, ending $ 742,805 ========= See notes to financial statements -10-
Blessed Rock of El Monte (A California Limited Partnership) NOTES TO FINANCIAL STATEMENTS December 31, 2007 NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Blessed Rock of El Monte (a California Limited Partnership) was organized on February 14, 1996 to acquire, construct, own and operate a 137-unit apartment project (the "Project") known as Blessed Rock of El Monte located in El Monte, California. The Project is eligible and qualifies for low-income housing tax credits in accordance with Section 42 of the Internal Revenue Code (the "Code") of 1986. Generally, the low-income housing credit is computed as a percentage of the qualified basis of the property including the rehabilitation and is allowed annually during a period of ten years commencing with the years the building is placed into service. In addition, in order to qualify for the credit, the Partnership must conform with certain occupancy standards as set forth in the Code. The following is a summary of significant accounting policies followed in the preparation of these financial statements: Property and equipment ---------------------- Property and equipment is recorded at cost. The assets are being depreciated using the straight-line method over the estimated useful lives. The cost of maintenance and repairs is charged to income as incurred. Significant renewals and betterments are capitalized. Assets are depreciated over their estimated useful lives. The estimated service lives of the assets for depreciation purposes may be different than their actual economic useful lives. Method Estimated lives ------------- --------------- Buildings Straight-line 40 years Land improvements Straight-line 15 years Furnishings Straight-line 5 years Management of the Partnership assesses the recoverability of property and equipment by determining whether the depreciation of such assets over their remaining lives can be recovered through projected undiscounted cash flows. The amount of impairment, if any, is measured based on fair value (projected discounted cash flows) and is charged to operations in the period in which such impairment is determined by management. To date, management has not identified any impairment of property and equipment. -11-
Blessed Rock of El Monte (A California Limited Partnership) NOTES TO FINANCIAL STATEMENTS - CONTINUED December 31, 2007 Deferred fees and Amortization ------------------------------ Loan fees are amortized over the term of the mortgage loan using the straight-line method. Accounting principles generally accepted in the United States of America require that the effective yield method be used to amortize financing costs; however, the effect of using the straight-line method is not materially different from the results that would have been obtained under the effective yield method. Tax credit fees are amortized over 15 years using the straight-line method. Rental income ------------- Rental income is recognized as rentals become due. Rental payments received in advance are deferred until earned. All leases between the Partnership and the tenants of the property are operating leases. Tenant receivable and bad debt ------------------------------ Delinquent receivables are written off and included in bad debt expense in the period the balances are deemed to be uncollectible, which is generally after the tenant vacates. Accounting principles generally accepted in the United States of America require that the allowance method be used to recognize bad debts; however, the effect of using the direct write-off method is not materially different from the results that would have been obtained under the allowance method. Property taxes -------------- Property taxes are expensed in the year of lien on the property such that twelve months of expense is charged to operations each period. Cash and cash equivalents ------------------------- For purposes of the statement of cash flows, the Partnership considers all highly liquid debt instruments purchased with a maturity of three months or less to be cash equivalents. At December 31, 2007, cash and cash equivalents consist of two unrestricted checking accounts and a petty cash fund. -12-
Blessed Rock of El Monte (A California Limited Partnership) NOTES TO FINANCIAL STATEMENTS - CONTINUED December 31, 2007 Use of estimates ---------------- The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. Income taxes ------------ Blessed Rock of El Monte is a Partnership, and thus income, losses, and credits are recognized for federal income tax purposes by the individual Partners. Accordingly, no provision for federal or state taxes on revenue and income has been recognized in the accompanying financial statements. Advertising costs ----------------- Advertising costs are expensed as incurred. Advertising expense totaled $294 for the year ended December 31, 2007. Reclassification ---------------- Certain prior year amounts have been reclassified to conform to the current year financial statement presentation. These reclassifications had no effect on the reported net loss of the Partnership. Concentration of credit risk ---------------------------- The Partnership deposits its cash in financial institutions. At times, deposits may exceed federally insured limits. The Partnership has not experienced any losses in such accounts. The Partnership's operations are concentrated in the multifamily real estate market. In addition, the Partnership operated in a heavily regulated environment. The operations of the Partnership are subject to the administrative directives, rules and regulations of federal, state and local regulatory agencies. Such administrative directives, rules and regulations are subject to change by an act of Congress. Such changes may occur with little notice or inadequate funding to pay for the related cost, including the additional administrative burden, if any, to comply with a change. -13-
Blessed Rock of El Monte (A California Limited Partnership) NOTES TO FINANCIAL STATEMENTS - CONTINUED December 31, 2007 NOTE 2 - DEFERRED FEES AND AMORTIZATION The costs incurred to obtain financing and tax credits have been capitalized and are being amortized. The balance of such costs at December 31, 2007 is as follows: Amortization Period ------------ Loan fees 16 years $ 40,800 Tax credit fees 15 years 65,241 ------------ 106,041 Less: Accumulated amortization (70,261) ------------ Net capitalized costs $ 35,780 ============ As a result of a reevaluation of accumulated amortization through December 31, 2007 it was determined that excess amortization had been taken in prior years and a correction was made resulting in a net recovery amount of $9,256 for 2007. NOTE 3 - MORTGAGE LOAN The Partnership has entered into a mortgage loan agreement in the original amount of $2,720,000. The loan agreement provides, among other things, for the following: a. An interest rate of 7.05% per annum; b. Monthly principal and interest payments of $18,188; c. A balloon payment of $2,017,000 payable June 1, 2013; d. A maturity date of June 1, 2013; and e. The funding of a reserve fund for replacing assets of the Project. -14-
Blessed Rock of El Monte (A California Limited Partnership) NOTES TO FINANCIAL STATEMENTS - CONTINUED December 31, 2007 Mortgage loan principal payments for each of the next five years and thereafter are estimated as follows: 2008 $ 53,360 2009 57,245 2010 61,414 2011 65,887 2012 70,686 Thereafter 2,054,453 -------------- $ 2,363,045 ============== The liability of the Partnership under the mortgage loan is limited to the underlying value of the property and equipment collateral in addition to other amounts deposited with the lender. For the year ended December 31, 2007, interest expense was $169,156, and accrued interest was $13,883 as of December 31, 2007. Replacement reserve ------------------- In accordance with the Partnership Agreement, the Partnership is required to establish and maintain a replacement reserve account for the purpose of capital improvements. The reserve account is to be funded in the amount of $20,544 per year. As of December 31, 2007, the balance of the replacement reserve was $156,559. NOTE 4 - NOTES PAYABLE Notes payable at December 31, 2007 consist of the following: A 4% note payable in the amount of $250,878, with a term of 15 years, is payable to El Monte Community Redevelopment Agency (RDA), secured by a deed of trust and rents from the Project. Payments of interest and principal are made annually beginning on April 1, 2003, and thereafter each April 1, until the outstanding principal balance of the note and all accrued interest are paid in full. Payments are to be paid from 50% of the residual rental income, as defined in the promissory note agreement. Payments, if any, are applied first to accrued interest and second to principal on the note. At December 31, 2007, accrued interest on the note was $51,141. -15-
Blessed Rock of El Monte (A California Limited Partnership) NOTES TO FINANCIAL STATEMENTS - CONTINUED December 31, 2007 A 1% note payable in the amount of $430,647, with a term of 30 years beginning April 3, 1996, is payable to RDA for various development fees, secured by a deed of trust and rents from the Project. Commencing April 3, 1997, and thereafter on each April 3 for the following six succeeding years, payments of $4,239 were due. Payments increased to $8,478 April 3, 2004 and continue for the next seven succeeding years. On April 3, 2012, payments increase to $32,534 and continue for the next 14 succeeding years, or until paid in full. Payments to be paid from 50% of residual rental income, as defined in promissory note agreement. Payments first applied to interest. At December 31, 2007, accrued interest on the note was $21,536. Cash held for payment of notes ------------------------------ The Partners' calculation of 50% of residual rental income for 2006 was $72,677. This amount was not confirmed by RDA, nor was the required payment made during 2007. The agent is currently attempting to confirm the amount due and forward the payment to RDA. Grant loan payable ------------------ The Partnership received a loan of $400,000 on April 3, 1996 from the City of El Monte as part of a public program to ensure affordable housing for senior citizen tenants. Interest accrues on the principal amount at 4%, with a term of 55 years. The loan is secured by a deed of trust and rents from the Project. At maturity, the principal amount of the loan and all accrued interest shall be deemed discharged and waived by the City unless there is an occurrence of an event of default, as specified under the loan agreement. If default occurs, the City of El Monte is entitled to exercise its rights and the entire principal amount outstanding and any accrued interest could become due and payable at the option of the City of El Monte. Accrued interest at December 31, 2007 was $188,000. -16-
Blessed Rock of El Monte (A California Limited Partnership) NOTES TO FINANCIAL STATEMENTS - CONTINUED December 31, 2007 Accrued interest at December 31, 2007, is as follows: 4% note payable $ 51,141 1% note payable 21,536 Grant loan 188,000 ------------ 260,677 Cash held (72,677) ------------ Accrued interest on second mortgage $ 188,000 ============ NOTE 5 - RELATED PARTY TRANSACTIONS Operational asset management fee -------------------------------- The Partnership Agreement provides for an asset management fee equal to $10 per unit per month, to accrue to the Managing General Partner and is payable based on the cash flow provisions of the Partnership Agreement. The fee to be paid is cumulative if not paid each year. During the year ended December 31, 2007, $6,233 of operational asset management fees were incurred and paid. At December 31, 2007, no amounts remained payable. Asset management fee -------------------- The Partnership Agreement provides for an asset management fee equal to 30% of Remaining Cash, as defined, to accrue to the Limited Partner and is payable based on the cash flow provisions of the Partnership Agreement. The fee to be paid is cumulative if not paid each year. During the year ended December 31, 2007, $68,279 was incurred and paid. Incentive management fee ------------------------ The Partnership shall pay to the General Partner an incentive management fee equal to 40% of Remaining Cash, as defined. The incentive management fee shall be paid from available cash flow and does not accrue from year to year. For the year ended December 31, 2007, incentive management fees of $31,864 were incurred and paid. -17-
Blessed Rock of El Monte (A California Limited Partnership) NOTES TO FINANCIAL STATEMENTS - CONTINUED December 31, 2007 Reporting fee ------------- The Partnership shall pay to each Limited Partner a reporting fee equal to 15% of the Cash Flow from Operations, as defined, but should not be less than $6,000 for each Limited Partner. The reporting fee shall be paid from available cash flow and accrues from year to year. For the year ended December 31, 2007, a reporting fee of $2,550 was incurred and paid. Management Fee -------------- For the period January 1, 2006 through July 18, 2007, the Partnership's management agent was WNC Management, an affiliate of the General Partner (the "Former Agent"). Effective July 19, 2007, the Partnership entered into an agreement with Professional Property Management, LLC ("PPM"), an unrelated party (the "Agent"), in connection with the management of the Project's rental operations. For the year ended December 31, 2007, management fees expensed were $44,489, of which $3,882 remained payable. NOTE 6 - PARTNERS' PROFIT, LOSSES, AND DISTRIBUTIONS In general, income (loss), tax credits and cash flow from operations are allocated 98.99% to the Limited Partners, .99% to the Special Limited Partner, .01% to the General Partner and .01% to the Managing General Partner. Income (loss) and cash flow from sources other than operations will be allocated pursuant to the terms of the Partnership Agreement regarding such. NOTE 7 - CONTINGENCY The Project's low-income housing credits are contingent on its ability to maintain compliance with applicable sections of Section 42. Failure to maintain compliance with occupant eligibility, and/or unit gross rent, or to correct non-compliance within a specified time period could result in recapture of previously taken tax credits plus interest. In addition, such potential noncompliance may require an adjustment to the contributed capital by the Investor Limited Partner. -18-
Blessed Rock of El Monte (A California Limited Partnership) NOTES TO FINANCIAL STATEMENTS - CONTINUED December 31, 2007 NOTE 8 - RESTATEMENT OF BEGINING PARTNERS EQUITY (DEFICIT) During 2007 management determined that original costs related to building, deferred fees, and organization costs had been incorrectly allocated. As a result building costs and deferred fees were understated by $62,330 and $106,041, respectively, while organization costs had been overstated. After adjusting building, deferred fees and organization costs to reflect the correct allocations it was determined accumulated depreciation and amortization had been overstated in prior years by $79,927 and $11,565, respectively. As a result, net adjustments totaling $91,492 have been made to beginning partners' equity as of January 1, 2007, to correct for these errors. -19-