Attached files
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EX-31.2 - EXHIBIT 31.2 - NATIONAL HOUSING PARTNERSHIP REALTY FUND I | nhp1_ex31z2.htm |
EX-32.1 - EXHIBIT 32.1 - NATIONAL HOUSING PARTNERSHIP REALTY FUND I | nhp1_ex32z1.htm |
EX-31.1 - EXHIBIT 31.1 - NATIONAL HOUSING PARTNERSHIP REALTY FUND I | nhp1_ex31z1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2010
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period _________to _________
Commission file number 0-13465
NATIONAL HOUSING PARTNERSHIP REALTY FUND I
(Exact name of the registrant as specified in its charter)
Maryland |
52-1358879 |
(State or other jurisdiction of |
(I.R.S. Employer |
incorporation or organization) |
Identification No.) |
55 Beattie Place, PO Box 1089
Greenville, South Carolina 29602
(Address of principal executive offices)
(Registrants telephone number, including area code) (864) 239-1000
Securities registered pursuant to Section 12(b) of the Act:
None
Securities registered pursuant to Section 12(g) of the Act:
Limited Partnership Interests
(Title of class)
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [ ] No [X]
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes [ ] No [X]
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). [ ] Yes [ ] No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (229.405 of this chapter) is not contained herein, and will not be contained, to the best of the registrants knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act.
Large accelerated filer £ |
Accelerated filer £ |
Non-accelerated filer £(Do not check if a smaller reporting company) |
Smaller reporting company S |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes [ ] No [X]
State the aggregate market value of the voting and non-voting partnership interests held by non-affiliates computed by reference to the price at which the partnership interests were last sold, or the average bid and asked price of such partnership interests as of the last business day of the registrants most recently completed second fiscal quarter. No market exists for the partnership interests of the Registrant, and, therefore, no aggregate market value can be determined.
DOCUMENTS INCORPORATED BY REFERENCE
None
The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements in certain circumstances. Certain information included in this Annual Report contains or may contain information that is forward-looking within the meaning of the federal securities laws. Actual results may differ materially from those described in these forward-looking statements and, in addition, will be affected by a variety of risks and factors, some of which are beyond the Partnerships control, including, without limitation: financing risks, including the risk that the Partnerships cash flows from operations may be insufficient to meet required payments of principal and interest; national and local economic conditions, including the pace of job growth and the level of unemployment; the terms of governmental regulations that affect the Partnership and its investment in the limited partnership and interpretations of those regulations; the competitive environment in which the Partnership operates; real estate risks, including fluctuations in real estate values and the general economic climate in local markets and competition for residents in such markets; litigation, including costs associated with prosecuting or defending claims and any adverse outcomes; and possible environmental liabilities, including costs, fines or penalties that may be incurred due to necessary remediation of contamination of properties presently owned or previously owned by the limited partnerships in which the Partnership has invested. Readers should carefully review the Partnerships financial statements and the notes thereto, as well as the other documents the Partnership files from time to time with the Securities and Exchange Commission.
PART I
Item 1. Business.
National Housing Partnership Realty Fund I (A Maryland Limited Partnership) (the "Partnership" or the "Registrant") was formed under the Maryland Revised Uniform Limited Partnership Act as of October 21, 1983. On May 25, 1984, the Partnership commenced offering 20,000 limited partnership interests, at a price of $1,000 per interest, through a public offering registered with the Securities and Exchange Commission (the "Offering"). The Offering was terminated on November 29, 1984, with subscriptions for 11,519 limited partnership interests.
The National Housing Partnership, a District of Columbia limited partnership ("NHP" or the "General Partner"), is the general partner of the Partnership. The General Partner is a subsidiary of Apartment Investment and Management Company (AIMCO), a publicly traded real estate investment trust.
The Partnership's business is to hold limited partnership interests in limited partnerships which own and operate multi-family rental housing properties which receive one or more forms of assistance from the Federal Government. The Partnership held interests in nine limited partnerships, seven of which sold their properties and two whose interests were foreclosed upon prior to 2009. At December 31, 2010, the Partnership continues to hold a limited partnership interest in one limited partnership (Local Limited Partnership), Hurbell IV Limited Partnership, which owns and operates one multi-family rental housing property (the Property). Subsequent to December 31, 2010, the Local Limited Partnership entered into a sale contract to sell its investment property, Talladega Downs to a third party for $700,000. The sale is anticipated to close during May 2011. Assuming such sale occurs, the Partnership does not anticipate that the Local Limited Partnership will have any excess funds, after payment of its liabilities and liquidating its operations, to distribute to its partners. The Partnership has no remaining investment balance in the Local Limited Partnership at December 31, 2010 and 2009.
The Partnership acquired an interest in the Local Limited Partnership from the seller who originally developed the Property. NHP is the general partner of the remaining Local Limited Partnership and the Partnership is the principal limited partner. As a limited partner, the Partnership's liability for obligations of the Local Limited Partnership is limited to its investment, and the Partnership does not exercise control over the activities of the Local Limited Partnership in accordance with the partnership agreement.See Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations for information relating to the Partnerships rights and obligations to make additional contributions or loans to the Local Limited Partnership.
The Partnership does not have any employees. Services are performed for the Partnership by the General Partner and agents retained by it.
The following is a schedule of the remaining Property owned by the Local Limited Partnership in which the Partnership is a limited partner:
SCHEDULE OF PROPERTY OWNED BY LOCAL LIMITED PARTNERSHIP
IN WHICH NATIONAL HOUSING PARTNERSHIP REALTY FUND I HAS AN INVESTMENT
|
|
|
Units |
| |
|
|
Financed, |
Authorized |
Occupancy | |
|
|
Insured |
for Rental |
Percentage | |
|
|
and |
Assistance |
for the Years Ended | |
Property Name, Location |
Number of |
Subsidized |
Under |
December 31, | |
and Partnership Name |
Units |
Under |
Section 8 (B) |
2010 |
2009 |
|
|
|
|
|
|
Talladega Downs |
100 |
(A) |
100 |
97% |
85% |
Talladega, Alabama |
|
|
|
|
|
(Hurbell IV Limited |
|
|
|
|
|
Partnership) |
|
|
|
|
|
(A) The mortgage is insured by the Federal Housing Administration under the provisions of Section 236 of the National Housing Act.
(B) Section 8 of Title II of the Housing and Community Development Act of 1974.
Ownership Percentage
The following table details the Partnership's ownership percentage of Hurbell IV Limited Partnership and the cost of acquisition of such ownership. The Partnerships interest is a limited partner interest. Also included is the total mortgage encumbrance on the remaining property of the Local Limited Partnership as of December 31, 2010.
|
NHP Realty Fund I |
Original Cost |
|
| ||
|
Percentage |
of Ownership |
Mortgage |
Note Payable and | ||
Partnership |
Interest |
Interest |
Note |
Accrued Interest (1) | ||
|
|
|
(in thousands) |
| ||
|
|
|
|
| ||
Hurbell IV L.P. |
99% |
$ 372 |
$ 335 |
$2,175 | ||
(1) See "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" for further details.
Although Hurbell IV Limited Partnership owns an apartment complex which must compete with other apartment complexes for tenants, government mortgage interest and rent subsidies make it possible to rent units to eligible tenants at below market rates. In general, this insulates the Property from market competition.
Regulation
General
Multifamily apartment properties are subject to various laws, ordinances and regulations, including regulations relating to recreational facilities such as swimming pools, activity centers and other common areas. Changes in laws increasing the potential liability for environmental conditions existing on properties or increasing the restrictions on discharges or other conditions, as well as changes in laws effecting development, construction and safety requirements, may result in significant unanticipated expenditures, which would adversely affect the Partnerships cash flow from operating activities. In addition, future enactment of rent control or rent stabilization laws or other laws regulating multi-family housing may reduce rental revenue or increase operating costs in particular markets.
Regulation of Affordable Housing
The Federal Housing Administration (FHA) has contracted with the subsidized rental project under Section 8 of Title II of the Housing and Community Development Act of 1974 to make housing assistance payments to the Local Limited Partnership on behalf of qualified tenants. The term of the agreement is one year with one year renewal options.
In 1997 and again in 1999, Congress enacted new ways to determine rent levels for properties receiving HUDs rental assistance under Section 8 of the United States Housing Act of 1937, as amended, (Section 8") after the expiration of their original Section 8 contracts. This legislation affects 100 units, or 100% of the units in which the Partnership had invested at December 31, 2010 and 2009. On October 27, 1997, the President signed into law the Multifamily Assisted Housing Reform and Affordability Act of 1997 (the 1997 Housing Act). Under the 1997 Housing Act, certain properties assisted under expiring Section 8 contracts and which have been receiving rents deemed to be above comparable market levels for unassisted properties, and financed with HUD-insured mortgage loans, will have, upon the renewal or extension of Section 8 contracts, rents marked to market. This will be accomplished in various ways, the goal being to reduce Section 8 rents to comparable market levels, thereby reducing the federal Section 8 subsidy obligation, and (ideally) by simultaneously lowering, or eliminating, required debt service costs (and decreasing operating costs) as needed to ensure financial viability at the reduced rent levels. The program also incorporates a requirement to perform any repair or rehabilitation deemed necessary by depositing funds to cover the first twelve month's work, and making sufficient monthly reserve deposits to ensure work required in succeeding years. In 1999, Congress enacted legislation (the "1999 Housing Act") that expanded on and clarified the provisions of the 1997 Housing Act, including permitting properties whose Section 8 rents were below comparable market rents to increase their Section 8 rents to market.
The 1997 and 1999 Housing Acts (together, the Housing Acts) permit the retention of project based Section 8 contracts for most properties in rental markets with a limited supply of affordable housing or where the tenants are particularly vulnerable populations including the elderly, disabled or large families. In rental markets without a limited supply of affordable housing, the Housing Acts provide for phasing out project based subsidies, converting the assistance to tenant based assistance or vouchers. Under a tenant based system, rental vouchers would be issued to qualified tenants who then could elect to reside at properties of their choice, including the property in which they currently reside. Voucher rent levels are established by local housing authorities under guidelines set by HUD. While the Partnership does not expect the provisions of the Housing Acts to result in a significant number of tenants relocating from the property owned by the Local Limited Partnership, there can be no assurance that the legislation will not significantly and adversely affect the operations of the property of the Local Limited Partnership.
The following table indicates the year within which the Section 8 rent subsidy contract expires:
|
|
Subsidized Units |
Subsidized Units |
|
|
Expiring as a |
Expiring as a |
|
Number of |
Percentage of Total |
Percentage of |
|
Units |
Subsidized Units |
Total Units |
|
|
|
|
2011 |
100 |
100% |
100% |
All of the units (100 in total) receiving rent subsidies from Section 8 have their contracts expire during the year ending December 31, 2011.The Housing Acts provide for several options under which a Local Limited Partnership may elect, as appropriate, to renew its Section 8 contracts: (1) marking rents up to the comparable market rent, if current rents are below market; (2) renewing rents at the current level, if the level does not exceed comparable market rents, and receiving an operating cost adjustment factor (an OCAF) or a budget based rent increase, as long as the rents do not exceed comparable market rents; (3) marking rents down to comparable market rents; (4) marking their rents down to an exception rent level, when comparable market rents would be too low to permit continued operation of the property under the Section 8 program, even with full debt restructuring; or (5) opting out of the Section 8 program. For properties assisted by Section 8, but not subject to these provisions (including, but not limited to, properties which do not have underlying HUD insured mortgages, or which have been financed through certain state housing finance agency or bond-financed mortgage programs), rents will be continued at current levels, plus an OCAF or (in some instances) a budget based rent increase. In addition, properties can opt out of the Section 8 program only if very strict notice requirements have been met, including a requirement that HUD, the tenants, and the local governing body, be given twelve months notice of a Local Limited Partnerships intention to opt out of the program prior to contract termination.
Each of the options requires an application to HUD, and, to a greater or lesser extent, the fulfillment of certain procedural submission requirements and financial requirements, which must be weighed in connection with the determination of which option to select.
The Section 8 requirements are separate from the requirements governing the underlying HUD-insured mortgage loans, and any other HUD, state or local requirements, all of which must be fulfilled, irrespective of the option chosen with regard to the continuation of Section 8 participation.
The Local Limited Partnership recorded approximately $475,000 of its revenues during 2010 from HUD under the terms of one or more HAP contracts which provide for rental assistance to the Local Limited Partnership on behalf of low-income tenants who meet certain qualifications. The Local Limited Partnership's future intentions and potential future changes in HUD regulations and the appropriations of related funds are uncertain, and accordingly, it is not possible to determine the ultimate impact on the operations of the Local Limited Partnership. The current contract expires on February 28, 2011 and subsequent to December 31, 2010 was renewed for an additional year beginning on March 1, 2011. Additionally, subsequent to December 31, 2010, the Local Limited Partnership entered into a contract to sell Talladega Downs to a third party for a sales price of $700,000. The sale is anticipated to close during May 2011.
HUD Approval and Enforcement
The property owned by the Local Limited Partnership is subject to regulations by HUD. Under its regulations, HUD reserves the right to approve the owner and the manager of HUD-insured and HUD-assisted properties, as well as their principals (e.g. general partners, stockholders with 10% or greater interest, officers and directors) in connection with the acquisition of a property, participation in HUD programs or the award of a management contract. This approval process is commonly referred to as 2530 Clearance. HUD monitors the performance of properties with HUD-insured mortgage loans. HUD also monitors compliance with applicable regulations, and takes performance and compliance into account in approving the acquisition of management of HUD-assisted properties.
Laws Benefiting Disabled Persons
Under the Americans with Disabilities Act of 1990, or ADA, all places intended to be used by the public are required to meet certain Federal requirements related to access and use by disabled persons. Likewise, the Fair Housing Amendments Act of 1988, or FHAA, requires apartment properties first occupied after March 13, 1990 to be accessible to the handicapped. These and other Federal, state and local laws may require modifications to the Local Limited Partnerships property, or restrict renovations of the property. Noncompliance with these laws could result in the imposition of fines or an award of damages to private litigants and also could result in an order to correct any non-complying feature, which could result in substantial capital expenditures. Although the General Partner believes that the Local Limited Partnerships property is substantially in compliance with present requirements, the Local Limited Partnership may incur unanticipated expenses to comply with the ADA and the FHAA.
Environment
Various Federal, state and local laws subject property owners or operators to liability for the costs of removal or remediation of certain potentially hazardous materials present on a property, including lead-based paint, asbestos, polychlorinated biphenyls, petroleum-based fuels, and other miscellaneous materials. Such laws often impart liability without regard to whether the owner or operator knew of, or was responsible for, the release of such materials. The presence of, or failure to properly remediate, these materials may adversely affect occupancy at contaminated apartment communities and the Partnerships ability to sell or borrow against contaminated properties. In addition to the costs associated with investigation and remediation actions brought by governmental agencies, the improper management of these materials on a property could result in claims by private plaintiffs for personal injury, disease, disability or other infirmities. Various laws also impose liability for the cost of removal or remediation of these materials or toxic substances at the disposal or treatment facility. Anyone who arranges for the disposal or treatment of these materials or toxic substances is potentially liable under such laws. These laws often impose liability whether or not the person arranging for the disposal ever owned or operated the disposal facility. In connection with the ownership or operation of its property, the Local Limited Partnership could potentially be responsible for environmental liabilities or costs associated with its property.
The General Partner believes that the property owned by the Partnership through the ownership of its limited partnership interest in a Local Limited Partnership is covered by adequate fire, flood and property insurance provided by reputable companies and with commercially reasonable deductibles and limits.
Item 2. Property.
See "Item 1. Business" for the real estate owned by the Partnership through the ownership of its limited partnership interest in a Local Limited Partnership.
Item 3. Legal Proceedings.
The Partnership is unaware of any pending or outstanding litigation involving it or the underlying investment property of the Local Limited Partnership in which the Partnership invests that are not of a routine nature arising in the ordinary course of business.
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
(a) Interests in the Partnership were sold through a public offering. There is no established market for resale of Partnership interests nor is a market expected to develop in the near future. Accordingly, an investor may be unable to sell or otherwise dispose of his or her interest in the Partnership.
(b) As of December 31, 2010, there were 920 registered holders of 10,963 limited partnership interests (in addition to 1133 Fifteenth Street Associates - See "Item 8. Financial Statements and Supplementary Data - Note 2"). In 2010 and 2009, the number of Limited Partnership Units decreased by 17 and 25, respectively, due to Limited Partners abandoning his or her units. In abandoning his or her Limited Partnership Unit(s), a Limited Partner relinquishes all rights, title and interest in the Partnership as of the date of abandonment.
(c) There were no distributions made to the partners during the years ended December 31, 2010 or 2009.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.
This item should be read in conjunction with the financial statements and other items contained elsewhere in this report.
Liquidity and Capital Resources
The property in which the Partnership has invested, through its investment in Hurbell IV Limited Partnership, receives one or more forms of assistance from the Federal Government. As a result, the Local Limited Partnership's ability to transfer funds to the Partnership in the form of cash distributions, loans or advances is generally restricted by these government assistance programs. The General Partner monitors developments in the area of legal and regulatory compliance.
The Partnership had cash and cash equivalents of approximately $4,000 and $7,000 at December 31, 2010 and 2009, respectively. The ability of the Partnership to meet its on-going cash requirements, in excess of cash on hand at December 31, 2010, is dependent on distributions from recurring operations received from the Local Limited Partnership and proceeds from the sale or refinancing of the underlying property. The Partnerships only other form of liquidity are advances from its General Partner. AIMCO Properties, L.P., an affiliate of the General Partner, will evaluate lending the Partnership additional funds as such funds are needed, but is in no way legally obligated to make such advances.
Subsequent to December 31, 2010, the Local Limited Partnership entered into a sale contract to sell its investment property, Talladega Downs to a third party for $700,000. The sale is anticipated to close during May 2011. Assuming such sale occurs, the Partnership does not anticipate that the Local Limited Partnership will have any excess funds, after payment of its liabilities and liquidating its operations, to distribute to its partners.
During the years ended December 31, 2010 and 2009, AIMCO Properties, L.P., an affiliate of the General Partner advanced the Partnership approximately $45,000 and $50,000, respectively, to fund audit fees and operating expenses of the Partnership. The advances bear interest at the prime rate plus 2% (5.25% at December 31, 2010). Interest expense was approximately $4,000 and $1,000 for the years ended December 31, 2010 and 2009, respectively. At December 31, 2010 and 2009, there were outstanding advances and associated accrued interest of approximately $100,000 and $51,000, respectively. The Partnership may receive additional advances of funds from AIMCO Properties, L.P. although AIMCO Properties, L.P. is not obligated to provide such advances. For more information on AIMCO Properties, L.P., including copies of its audited balance sheet, please see its reports filed with the Securities and Exchange Commission.
At December 31, 2010 and 2009, the Partnership owed the General Partner approximately $23,000 and $18,000, respectively, for administrative and reporting services performed. As noted above, the property held by the Partnerships remaining investment in a Local Limited Partnership is under contract to sell during May 2011. The Partnership does not anticipate that it will receive any funds from the sale. Accordingly, the Partnership does not anticipate that it will be able to pay the accrued administrative and reporting fees or the advances it owes at December 31, 2010 to its General Partner and affiliates.
Net cash used in operations for the year ended December 31, 2010 was approximately $48,000, compared to net cash used in operations of approximately $44,000 for the year ended December 31, 2009.
During the years ended December 31, 2010 and 2009, the Partnership made no advances for working capital purposes to the Local Limited Partnership. There were no amounts owed to the Partnership for working capital advances to the Local Limited Partnership at December 31, 2010 or 2009.
During the years ended December 31, 2010 and 2009, AIMCO Properties, L.P., an affiliate of the General Partner advanced approximately $45,000 and $89,000, respectively, to Hurbell IV Limited Partnership to fund operating expenses. Interest on the advances is charged at the prime rate plus 2% (5.25% at December 31, 2010). During the year ended December 31, 2009, Hurbell IV Limited Partnership repaid AIMCO Properties, L.P. approximately $3,000, which included approximately $2,000 of accrued interest. There were no repayments made during the year ended December 31, 2010. At December 31, 2010 and 2009, the balance owed to AIMCO Properties, L.P., an affiliate of the General Partner by the Local Limited Partnership was approximately $262,000 and $204,000, respectively, including accrued interest of approximately $43,000 and $30,000, respectively. The Local Limited Partnership may receive additional advances of funds from AIMCO Properties, L.P. although AIMCO Properties, L.P. is not obligated to provide such advances.
The Local Limited Partnership accrued annual partnership administration fees payable to the General Partner of approximately $7,000 for each of the years ended December 31, 2010 and 2009. Payments of these fees are made to the General Partner from surplus cash available for distribution to partners pursuant to HUD regulations or sale proceeds. No payments were made during the years ended December 31, 2010 and 2009. The accumulated fees owed to NHP by Hurbell IV Limited Partnership are approximately $110,000 and $103,000 at December 31, 2010 and 2009, respectively.
Distributions received in excess of investment in the Local Limited Partnership represent the Partnership's proportionate share of the excess cash available for distribution from the Local Limited Partnership. As a result of the use of the equity method of accounting for the Partnership's investment in the Local Limited Partnership, the investment carrying value for the Local Limited Partnership has been reduced to zero. Cash distributions received are recorded in revenues as distributions received in excess of investment in Local Limited Partnership. There were no distributions received from the Local Limited Partnership during the years ended December 31, 2010 and 2009. The receipt of distributions in future years is dependent on the operations of the underlying property of the Local Limited Partnership and the sale or refinancing of the underlying property. The receipt of which is unlikely as discussed above.
The Partnership made no distributions during the years ended December 31, 2010 and 2009.
As discussed in Note 3 to the financial statements included in Item 8. Financial Statements and Supplementary Data, Hurbell IV Limited Partnership executed certain notes payable as part of the acquisition of the property by the Local Limited Partnership. The notes are nonrecourse notes secured by both the Partnership's and NHP's interests in the Local Limited Partnership and are subordinated to the mortgage note on the property for as long as the mortgage note is insured by HUD. The notes were due November 9, 1999. The noteholders have not exercised any rights under the notes. The Local Limited Partnership has been advised by counsel that the notes are no longer enforceable due to the passage of the applicable statute of limitations. The Local Limited Partnership has also incurred recurring losses from operations and receives advances from its general partner to cover its operations. These conditions raise substantial doubt about the Local Limited Partnerships and the Partnerships ability to continue as a going concern. The financial statements do not include any adjustments to reflect the possible future effects of the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the outcome of this uncertainty.
Results of Operations
At December 31, 2010 and 2009, the Partnership holds an interest in one Local Limited Partnership, which operates one rental housing property. Due to the use of the equity method of accounting as discussed in Note 2 Organization and Summary of Significant Accounting Policies to the financial statements included in Item 8. Financial Statements and Supplementary Data, to the extent the Partnership still has a carrying basis in a Local Limited Partnership, results of operations will be impacted by the Partnerships share of the profits or losses of the Local Limited Partnership. The investment balance in the Local Limited Partnership has been reduced to zero. As a result, the Partnerships operations are no longer being affected by its share of the Local Limited Partnerships operations.
The Partnership realized net losses of approximately$50,000 and $47,000 for the years ended December 31, 2010 and 2009, respectively. Net loss per Other Limited Partnership interest was $4.55 and $4.27 for the years ended December 31, 2010 and 2009, respectively.
The Partnership did not recognize approximately $100,000 and $162,000 of its allocated share of losses from Hurbell IV Limited Partnership for the years ended December 31, 2010 and 2009, respectively, as the Partnership's net carrying basis in this Local Limited Partnership had been reduced to zero. As of December 31, 2010 and 2009, the Partnership has not recognized approximately $2,132,000 and $2,032,000, respectively, of its allocated share of cumulative losses from Hurbell IV Limited Partnership in which its investment is zero.
Off-Balance Sheet Arrangements
The Partnership owns a limited partnership interest in an unconsolidated Local Limited Partnership, in which the Partnerships ownership percentage is 99%. However, based on the provisions of the relevant partnership agreement, the Partnership, as a limited partner, does not have control or a contractual relationship with the Local Limited Partnership that would require or allow for consolidation under accounting principles generally accepted in the United States (see Note 2 Organization and Summary of Significant Accounting Policies of the financial statements in Item 8. Financial Statements and Supplementary Data). There are no lines of credit, side agreements or any other derivative financial instruments between the Local Limited Partnership and the Partnership. Accordingly the Partnerships maximum risk of loss related to this unconsolidated Local Limited Partnership is limited to the recorded investment in and receivables from the Local Limited Partnership. See Note 3 Investments In and Advances to Local Limited Partnership of the financial statements in Item 8. Financial Statements and Supplementary Data for additional information about the Partnerships investment in the unconsolidated Local Limited Partnership.
The Partnership consolidates any variable interest entities in which the Partnership holds a variable interest and is the primary beneficiary.Generally, a variable interest entity, or VIE, is an entity with one or more of the following characteristics: (a) the total equity investment at risk is not sufficient to permit the entity to finance its activities without additional subordinated financial support; (b) as a group the holders of the equity investment at risk lack (i) the ability to make decisions about an entitys activities through voting or similar rights, (ii) the obligation to absorb the expected losses of the entity, or (iii) the right to receive the expected residual returns of the entity; or (c) the equity investors have voting rights that are not proportional to their economic interests and substantially all of the entitys activities either involve, or are conducted on behalf of, an investor that has disproportionately few voting rights. The primary beneficiary of a VIE is generally the entity that has (a) the power to direct the activities of the VIE that most significantly impact the VIEs economic performance, and (b) the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE.
In determining whether it is the primary beneficiary of a VIE, the Partnership considers qualitative and quantitative factors, including, but not limited to: which activities most significantly impact the VIEs economic performance and which party controls such activities; the amount and characteristics of the Partnerships investment; the obligation or likelihood for the Partnership or other investors to provide financial support; and the similarity with and significance to the business activities of the Partnership and the other investors. Significant judgments related to these determinations include estimates about the current and future fair values and performance of real estate held by these VIEs and general market conditions.
At December 31, 2010 and 2009, the Partnership holds a variable interest in one VIE for which the Partnership is not the primary beneficiary. The Partnership has concluded, based on its qualitative consideration of the partnership agreement, the partnership structure and the role of the general partner in the Local Limited Partnership, that the general partner of the Local Limited Partnership is the primary beneficiary of the respective Local Limited Partnership. In making this determination, the Partnership considered the following factors:
· the general partner conducts and manages the business of the Local Limited Partnership;
· the general partner has the responsibility for and sole discretion over selecting a property management agent for the Local Limited Partnerships underlying real estate property;
· the general partner is responsible for approving operating and capital budgets for the property owned by the Local Limited Partnership;
· the general partner is obligated to fund any recourse obligations of the Local Limited Partnership;
· the general partner is authorized to borrow funds on behalf of the Local Limited Partnership; and
· the Partnership, as a limited partner in the Local Limited Partnership, does not have the ability to direct or otherwise significantly influence the activities of the Local Limited Partnership that most significantly impact such entitys economic performance.
The one VIE consists of a Local Limited Partnership that is directly engaged in the ownership and management of one apartment property with a total of 100 units. The Partnership is involved with this VIE as a non-controlling limited partner equity holder. The Partnerships maximum exposure to loss as a result of its involvement with the unconsolidated VIE is limited to the Partnerships recorded investment in and receivables from this VIE, which were zero at both December 31, 2010 and 2009. The Partnership may be subject to additional losses to the extent of any financial support that the Partnership voluntarily provides in the future.
Item 8. Financial Statements and Supplementary Data.
NATIONAL HOUSING PARTNERSHIP REALTY FUND I
LIST OF FINANCIAL STATEMENTS
Report of Independent Registered Public Accounting Firm
Balance Sheets December 31, 2010 and 2009
Statements of Operations Years ended December 31, 2010 and 2009
Statements of Changes in Partners (Deficiency) Capital Years ended December 31, 2010 and 2009
Statements of Cash Flows Years ended December 31, 2010 and 2009
Notes to Financial Statements
Report of Independent Registered Public Accounting Firm
The Partners
National Housing Partnership Realty Fund I
We have audited the accompanying balance sheets of National Housing Partnership Realty Fund I (the Partnership) as of December 31, 2010 and 2009, and the related statements of operations, changes in partners(deficiency)capital, and cash flows for each of the two years in the period ended December 31, 2010. These financial statements are the responsibility of the Partnerships management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (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. We were not engaged to perform an audit of the Partnerships internal control over financial reporting. Our audits 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 Partnerships internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of National Housing Partnership Realty Fund I at December 31, 2010 and 2009, and the results of its operations and its cash flows for each of the two years in the period ended December 31, 2010 in conformity with U.S. generally accepted accounting principles.
The accompanying financial statements have been prepared assuming that the Partnership will continue as a going concern. As more fully described in Note 1 to the financial statements, the due date of the Local Limited Partnerships note payable has expired. Continuation of the Partnerships operations in its present form is dependent on the Local Limited Partnerships ability to extend the maturity date of the note or to repay or to refinance the note. These conditions raise substantial doubt about the Local Limited Partnerships and the Partnerships ability to continue as a going concern. The financial statements do not include any adjustments to reflect the possible future effects of the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of this uncertainty.
/s/Ernst & Young LLP
Greenville, South Carolina
March 29, 2011
NATIONAL HOUSING PARTNERSHIP REALTY FUND I
BALANCE SHEETS
(in thousands, except unit data)
|
December 31, | |
|
2010 |
2009 |
ASSETS |
|
|
Cash and cash equivalents |
$ 4 |
$ 7 |
Receivables from limited partners |
10 |
8 |
Investments in and advances to Local Limited |
|
|
Partnership (Note 3) |
-- |
-- |
|
$ 14 |
$ 15 |
|
|
|
LIABILITIES AND PARTNERS (DEFICIENCY) CAPITAL |
|
|
|
|
|
Liabilities |
|
|
Administrative and reporting fees payable to |
|
|
General Partner (Note 4) |
$ 23 |
$ 18 |
Due to affiliate (Note 4) |
100 |
51 |
Other accrued expenses |
6 |
11 |
|
129 |
80 |
|
|
|
Partners (deficiency) capital |
|
|
General Partner The National Housing |
|
|
Partnership (NHP) |
(87) |
(87) |
Original Limited Partner - 1133 Fifteenth |
|
|
Street Associates |
(92) |
(92) |
Other Limited Partners |
64 |
114 |
|
(115) |
(65) |
|
$ 14 |
$ 15 |
See Accompanying Notes to Financial Statements
NATIONAL HOUSING PARTNERSHIP REALTY FUND I
STATEMENTS OF OPERATIONS
(in thousands, except per unit data)
|
Years Ended | |
|
December 31, | |
|
2010 |
2009 |
|
|
|
Revenues |
|
|
Other income |
$ -- |
$ 1 |
|
|
|
Expenses |
|
|
Administrative and reporting fees to General |
|
|
Partner (Note 4) |
5 |
5 |
Interest expense (Note 4) |
4 |
1 |
Other operating expenses |
41 |
42 |
Total expenses |
50 |
48 |
|
|
|
Net loss (Note 5) |
$ (50) |
$ (47) |
|
|
|
Allocation of net loss: |
|
|
General Partner NHP |
$ -- |
$ -- |
Original Limited Partner 1133 Fifteenth Street |
|
|
Associates |
-- |
-- |
Other Limited Partners |
(50) |
(47) |
|
(50) |
(47) |
|
|
|
|
|
|
Net loss per Other Limited Partnership interest (Note 2) |
$ (4.55) |
$ (4.27) |
See Accompanying Notes to Financial Statements
NATIONAL HOUSING PARTNERSHIP REALTY FUND I
STATEMENTS OF CHANGES IN PARTNERS (DEFICIENCY) CAPITAL
(in thousands, except unit data)
|
The National |
1133 |
|
|
|
Housing |
Fifteenth |
Other |
|
|
Partnership |
Street |
Limited |
|
|
(NHP) |
Associates |
Partners |
Total |
|
|
|
|
|
Partners (deficiency) capital |
|
|
|
|
at December 31, 2008 |
$ (87) |
$ (92) |
$ 161 |
$ (18) |
|
|
|
|
|
Net loss for the year ended |
|
|
|
|
December 31, 2009 |
-- |
-- |
(47) |
(47) |
|
|
|
|
|
Partners (deficiency) capital |
|
|
|
|
at December 31, 2009 |
(87) |
(92) |
114 |
(65) |
|
|
|
|
|
Net loss for the year ended |
|
|
|
|
December 31, 2010 |
-- |
-- |
(50) |
(50) |
|
|
|
|
|
Partners (deficiency) capital |
|
|
|
|
at December 31, 2010 |
$ (87) |
$ (92) |
$ 64 |
$ (115) |
|
|
|
|
|
Percentage interest at |
|
|
|
|
December 31, 2010 and 2009 |
1% |
1% |
98% |
100% |
|
(A) |
(B) |
(C) |
|
(A) General Partner
(B) Original Limited Partner
(C) Consists of 10,963 and 10,980 investment units at December 31, 2010 and 2009, respectively. During 2010 and 2009, 17 and 25 units, respectively, were abandoned (see Note 2).
See Accompanying Notes to Financial Statements
NATIONAL HOUSING PARTNERSHIP REALTY FUND I
STATEMENTS OF CASH FLOWS
(in thousands)
|
Years Ended | |
|
December 31, | |
|
2010 |
2009 |
Cash flows from operating activities: |
|
|
Operating expenses paid |
$ (48) |
$ (45) |
Other income received |
-- |
1 |
Net cash used in operating activities |
(48) |
(44) |
|
|
|
Cash flows from investing activities: |
-- |
-- |
|
|
|
Cash flows provided by financing activities: |
|
|
Advances from affiliate |
45 |
50 |
|
|
|
Net (decrease) increase in cash and cash equivalents |
(3) |
6 |
|
|
|
Cash and cash equivalents, beginning of year |
7 |
1 |
|
|
|
Cash and cash equivalents, end of year |
$ 4 |
$ 7 |
|
|
|
Reconciliation of net loss to net cash used in operating |
|
|
activities: |
|
|
Net loss |
$ (50) |
$ (47) |
Adjustments to reconcile net loss to net cash used in |
|
|
operating activities: |
|
|
Increase in receivables from limited partners |
(2) |
-- |
Increase in administrative and reporting fees |
|
|
payable to General Partner |
5 |
5 |
Decrease in other accrued expenses |
(5) |
(3) |
Increase in accrued interest due to General Partner |
4 |
1 |
Total adjustments |
2 |
3 |
Net cash used in operating activities |
$ (48) |
$ (44) |
See Accompanying Notes to Financial Statements
NATIONAL HOUSING PARTNERSHIP REALTY FUND I
NOTES TO FINANCIAL STATEMENTS
1. GOING CONCERN
The accompanying financial statements have been prepared assuming National Housing Partnership Realty Fund I (the Partnership or the Registrant) will continue as a going concern. As discussed in Note 3, Hurbell IV Limited Partnership (the Local Limited Partnership) previously executed certain notes payable which were due November 9, 1999, however, the Local Limited Partnership has been advised by counsel that these notes are no longer enforceable due to passage of the applicable statute of limitations.
Subsequent to December 31, 2010, the Local Limited Partnership entered into a sale contract to sell its investment property, Talladega Downs to a third party for $700,000. The sale is anticipated to close during May 2011. Assuming such sale occurs, the Partnership does not anticipate that the Local Limited Partnership will have any excess funds, after payment of its liabilities and liquidating its operations, to distribute to its partners.
The Local Limited Partnership has also incurred recurring losses from operations and receives advances from its general partner to cover its operations. These conditions raise substantial doubt about the Local Limited Partnerships and the Partnerships ability to continue as a going concern. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of this uncertainty.
2. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization
National Housing Partnership Realty Fund I is a limited partnership organized under the laws of the State of Maryland under the Maryland Revised Uniform Limited Partnership Act on October 21, 1983. The Partnership was formed for the purpose of raising capital by offering and selling limited partnership interests and then investing in limited partnerships ("Local Limited Partnerships"), each of which owns and operates an existing rental housing project which is financed and/or operated with one or more forms of rental assistance or financial assistance from the U.S. Department of Housing and Urban Development ("HUD").
The National Housing Partnership, a District of Columbia limited partnership ("NHP" or the "General Partner"), raised capital for the Partnership by offering and selling to additional limited partners 11,519 investment units at a price of $1,000 per unit. Apartment Investment and Management Company ("AIMCO"), a publicly traded real estate investment trust, and its affiliates ultimately control the General Partner. The Original Limited Partner of the Partnership is 1133 Fifteenth Street Associates, whose limited partners were key employees of the general partner of NHP at the time the Partnership was formed. The general partner of 1133 Fifteenth Street Associates is NHP.
Subsequent Events
The Partnerships management evaluated subsequent events through the time this Annual Report on Form 10-K was filed.
Significant Accounting Policies
The financial statements of the Partnership are prepared on the accrual basis of accounting. Direct costs of acquisition, including acquisition fees and reimbursable acquisition expenses paid to the General Partner, have been capitalized as an investment in the Local Limited Partnership. Other fees and expenditures of the Partnership are recognized as expenses in the period the related services are performed.
The Partnerships investment in the Local Limited Partnership is accounted for using the equity method and thus is carried at cost plus the Partnerships share of the Local Limited Partnerships profits less the Partnerships share of the Local Limited Partnerships losses and distributions (see Note 3). An investment account is maintained for the limited partnership investment and losses are not recognized once an investment account has decreased to zero. Cash distributions are limited by the Regulatory Agreement between the Local Limited Partnership and HUD to the extent of surplus cash as defined by HUD. Undistributed amounts are cumulative and may be distributed in subsequent years if future operations provide surplus cash in excess of current requirements. Distributions received from the Local Limited Partnership in which the Partnerships investment account has decreased to zero are recorded as revenue in the year they are received. Advances to the Local Limited Partnership are included with the investment in the Local Limited Partnership to the extent that the advances are not temporary advances of working capital.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets andliabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
For purposes of the Statements of Cash Flows, the Partnership considers all highly liquid debt instruments purchased with original maturities of three months or less to be cash equivalents.
Fair Value of Financial Instruments
Financial Accounting Standards Board Accounting Standards Codification (ASC) Topic 825, Financial Instruments, requires disclosure of fair value information about financial instruments, whether or not recognized in the balance sheet, for which it is practible to estimate fair value. Fair value is defined as the amount at which the instruments could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. At December 31, 2010 the Partnership believes that the carrying amount of other assets and liabilities reported on the balance sheet that require such disclosure approximated their fair value due to the short-term maturity of these instruments.
Segment Reporting
ASC Topic 280-10, Segment Reporting,established standards for the way that public business enterprises report information about operating segments in annual financial statements and requires that those enterprises report selected information about operating segments in interim financial reports. ASC Topic 280-10 also established standards for related disclosures about products and services, geographic areas, and major customers. As defined in ASC Topic 280-10, the Partnership has only one reportable segment.
Abandonment of Limited Partnership Units
During the years ended December 31, 2010 and 2009, the number of Limited Partnership Units decreased by 17 and 25 units, respectively, due to limited partners abandoning their units. In abandoning his or her Limited Partnership Unit(s), a limited partner relinquishes all right, title, and interest in the Partnership as of the date of abandonment. However, the limited partner is allocated his or her share of net income or loss for that year. The loss per Other Limited Partnership interest on the accompanying statements of operations is calculated based on the number of units outstanding at the beginning of the year. The number of units outstanding was 10,980 and 11,005 at January 1, 2010 and 2009, respectively.
Variable Interest Entities
The Partnership consolidates any variable interest entities in which the Partnership holds a variable interest and is the primary beneficiary.Generally, a variable interest entity, or VIE, is an entity with one or more of the following characteristics: (a) the total equity investment at risk is not sufficient to permit the entity to finance its activities without additional subordinated financial support; (b) as a group the holders of the equity investment at risk lack (i) the ability to make decisions about an entitys activities through voting or similar rights, (ii) the obligation to absorb the expected losses of the entity, or (iii) the right to receive the expected residual returns of the entity; or (c) the equity investors have voting rights that are not proportional to their economic interests and substantially all of the entitys activities either involve, or are conducted on behalf of, an investor that has disproportionately few voting rights. The primary beneficiary of a VIE is generally the entity that has (a) the power to direct the activities of the VIE that most significantly impact the VIEs economic performance, and (b) the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE.
In determining whether it is the primary beneficiary of a VIE, the Partnership considers qualitative and quantitative factors, including, but not limited to: which activities most significantly impact the VIEs economic performance and which party controls such activities; the amount and characteristics of the Partnerships investment; the obligation or likelihood for the Partnership or other investors to provide financial support; and the similarity with and significance to the business activities of the Partnership and the other investors. Significant judgments related to these determinations include estimates about the current and future fair values and performance of real estate held by these VIEs and general market conditions.
At December 31, 2010 and 2009, the Partnership holds a variable interest in one VIE for which the Partnership is not the primary beneficiary. The Partnership has concluded, based on its qualitative consideration of the partnership agreement, the partnership structure and the role of the general partner in the Local Limited Partnership, that the general partner of the Local Limited Partnership is the primary beneficiary of the respective Local Limited Partnership. In making this determination, the Partnership considered the following factors:
· the general partner conducts and manages the business of the Local Limited Partnership;
· the general partner has the responsibility for and sole discretion over selecting a property management agent for the Local Limited Partnerships underlying real estate property;
· the general partner is responsible for approving operating and capital budgets for the property owned by the Local Limited Partnership;
· the general partner is obligated to fund any recourse obligations of the Local Limited Partnership;
· the general partner is authorized to borrow funds on behalf of the Local Limited Partnership; and
· the Partnership, as a limited partner in the Local Limited Partnership, does not have the ability to direct or otherwise significantly influence the activities of the Local Limited Partnership that most significantly impact such entitys economic performance.
The one VIE consists of a Local Limited Partnership that is directly engaged in the ownership and management of one apartment property with a total of 100 units. The Partnership is involved with this VIE as a non-controlling limited partner equity holder. The Partnerships maximum exposure to loss as a result of its involvement with the unconsolidated VIE is limited to the Partnerships recorded investment in and receivables from this VIE, which were zero at both December 31, 2010 and 2009. The Partnership may be subject to additional losses to the extent of any financial support that the Partnership voluntarily provides in the future.
Recent Accounting Pronouncement
In December 2009, the Financial Accounting Standards Board issued Accounting Standards Update 2009-17, Improvements to Financial Reporting by Enterprises Involved with Variable Interest Entities, or ASU 2009-17, which is effective for fiscal years beginning after November 15, 2009. ASU 2009-17, which modifies the guidance in ASC Topic 810, Consolidation, introduces a more qualitative approach to evaluating VIEs for consolidation and requires a company to perform an analysis to determine whether its variable interests give it a controlling financial interest in a VIE. This analysis identifies the primary beneficiary of a VIE as the entity that has (a) the power to direct the activities of the VIE that most significantly impact the VIEs economic performance, and (b) the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. In determining whether it has the power to direct the activities of the VIE that most significantly affect the VIEs performance, ASU 2009-17 requires a company to assess whether it has an implicit financial responsibility to ensure that a VIE operates as designed, requires continuous reassessment of primary beneficiary status rather than periodic, event-driven assessments as previously required, and incorporates expanded disclosure requirements. The Partnership adopted ASU 2009-17 effective January 1, 2010. The adoption of ASU 2009-17 did not have a significant effect on the Partnerships financial statements.
3. INVESTMENTS IN AND ADVANCES TO LOCAL LIMITED PARTNERSHIP
The Partnership owns a 99% limited partnership interest in one Local Limited Partnership: Hurbell IV Limited Partnership.
Subsequent to December 31, 2010, the Local Limited Partnership entered into a sale contract to sell its investment property, Talladega Downs to a third party for $700,000. The sale is anticipated to close during May 2011. Assuming such sale occurs, the Partnership does not anticipate that the Local Limited Partnership will have any excess funds, after payment of its liabilities and liquidating its operations, to distribute to its partners.
The Partnership, as a limited partner, does not have a contractual relationship with the Local Limited Partnership or exercise control over the activities and operations, including refinancing or selling decisions, of the Local Limited Partnership that would require or allow for consolidation. Accordingly, the Partnership accounts for its investment in the Local Limited Partnership using the equity method. Thus, the investment is carried at cost plus the Partnerships share of the Local Limited Partnerships profits less the Partnerships share of the Local Limited Partnerships losses and distributions. However, since the Partnership is not legally liable for the obligations of the Local Limited Partnership, or is not otherwise committed to provide additional support to it, it does not recognize losses once its investment in the individual Local Limited Partnership, increased for its share of profits, reduced for its share of losses and cash distributions, reaches zero. As of December 31, 2010 and 2009, the investment in the Local Limited Partnership had been reduced to zero.
The Partnership did not recognize approximately $100,000 and $162,000 of its allocated share of losses from Hurbell IV Limited Partnership for the years ended December 31, 2010 and 2009, respectively, as the Partnerships net carrying basis in this Local Limited Partnership had been reduced to zero. As of December 31, 2010 and 2009, the Partnership has not recognized approximately $2,132,000 and $2,032,000, respectively, of its allocated share of cumulative losses from Hurbell IV Limited Partnership in which its investment is zero.
Hurbell IV Limited Partnership executed certain notes payable as part of the acquisition of the property by the Local Limited Partnership. The notes are nonrecourse notes secured by both the Partnership's and NHP's interests in the Local Limited Partnership and are subordinated to the mortgage note on the property for as long as the mortgage note is insured by HUD. The notes were due November 9, 1999. The noteholders have not exercised any rights under the notes. The Local Limited Partnership has been advised by counsel that the notes are no longer enforceable due to the passage of the applicable statute of limitations. The Local Limited Partnership has also incurred recurring losses from operations and receives advances from its general partner to cover its operations. These conditions raise substantial doubt about the Local Limited Partnerships and the Partnerships ability to continue as a going concern. The financial statements do not include any adjustments to reflect the possible future effects of the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the outcome of this uncertainty.
Advances made by the Partnership to the individual Local Limited Partnership are considered part of the Partnerships investment in the Local Limited Partnership. When advances are made, they are charged to operations as a loss on investment in the Local Limited Partnership using previously unrecognized cumulative losses. To the extent these advances are repaid by the Local Limited Partnership in the future, the repayments will be credited as distributions and repayments received in excess of investment in Local Limited Partnership. As discussed above, due to the cumulative losses incurred by the Local Limited Partnership, the aggregate balance of investment in and advances to the Local Limited Partnership has been reduced to zero at December 31, 2010. During the years ended December 31, 2010 and 2009, the Partnership made no advances to the Local Limited Partnership. There were no amounts owed to the Partnership for working capital advances to the Local Limited Partnership at December 31, 2010 or 2009.
A summary of the unaudited balance sheets of the aforementioned Local Limited Partnership as of December 31, 2010 and 2009, and the unaudited results of operations for each of the two years in the period ended December 31, 2010, are as follows.
CONDENSED BALANCE SHEETS | ||
OF THE LOCAL LIMITED PARTNERSHIP | ||
(in thousands) | ||
|
December 31, | |
|
2010 |
2009 |
|
(Unaudited) |
(Unaudited) |
Assets: |
|
|
Land |
$ 101 |
$ 101 |
Buildings and improvements, net of accumulated |
|
|
depreciation of approximately $564 and $526 |
461 |
423 |
Other assets |
263 |
315 |
|
$ 825 |
$ 839 |
Liabilities and Partners Deficit: |
|
|
Liabilities: |
|
|
Mortgage note payable |
$ 335 |
$ 415 |
Note payable |
648 |
648 |
Accrued interest on note payable |
1,527 |
1,468 |
516 |
408 | |
|
3,026 |
2,939 |
Partners Deficit: |
|
|
National Housing Partnership Realty Fund I |
(2,130) |
(2,030) |
Other partners |
(71) |
(70) |
|
(2,201) |
(2,100) |
|
$ 825 |
$ 839 |
CONDENSED STATEMENTS OF OPERATIONS | ||
OF THE LOCAL LIMITED PARTNERSHIP | ||
(in thousands) | ||
|
Years Ended | |
|
December 31, | |
|
2010 |
2009 |
|
(Unaudited) |
(Unaudited) |
Revenues: |
|
|
Rental income |
$ 565 |
$ 480 |
Other income |
54 |
48 |
|
|
|
Total revenues |
619 |
528 |
|
|
|
Expenses: |
|
|
Operating expenses |
610 |
590 |
Financial expenses |
14 |
10 |
Interest on note payable |
58 |
58 |
Depreciation |
38 |
33 |
|
|
|
Total expenses |
720 |
691 |
|
|
|
Net loss |
$ (101) |
$ (163) |
|
|
|
National Housing Partnership Realty Fund I share |
|
|
of net loss |
$ (100) |
$ (162) |
The financial statements of Hurbell IV Limited Partnership are prepared on the accrual basis of accounting. The Local Limited Partnership was formed during 1984 for the purpose of acquiring and operating a rental housing project originally organized under Section 236 of the National Housing Act. During the years ended December 31, 2010 and 2009 the project received a total of approximately $475,000 and $426,000, respectively, of rental assistance from HUD.
In 1997 and again in 1999, Congress enacted new ways to determine rent levels for properties receiving HUDs rental assistance under Section 8 of the United States Housing Act of 1937, as amended, (Section 8) after the expiration of their original Section 8 contracts. This legislation affects 100 units, or 100% of the units in which the Partnership has invested at December 31, 2010 and 2009. On October 27, 1997, the President signed into law the Multifamily Assisted Housing Reform and Affordability Act of 1997 (the 1997 Housing Act). Under the 1997 Housing Act, certain properties assisted under expiring Section 8 contracts and which have been receiving rents deemed to be above comparable market levels for unassisted properties, and financed with HUD-insured mortgage loans, will have, upon the renewal or extension of Section 8 contracts, rents marked to market. This will be accomplished in various ways, the goal being to reduce Section 8 rents to comparable market levels, thereby reducing the Federal Section 8 subsidy obligation, and (ideally) by simultaneously lowering, or eliminating, required debt service costs (and decreasing operating costs) as needed to ensure financial viability at the reduced rent levels. The program also incorporates a requirement to perform any repair or rehabilitation deemed necessary by depositing funds to cover the first twelve months work, and making sufficient monthly reserve deposits to ensure work required in succeeding years. In 1999, Congress enacted legislation (the 1999 Housing Act) that expanded on and clarified the provisions of the 1997 Housing Act, including permitting properties whose Section 8 rents were below comparable market rents to increase their Section 8 rents to market.
The 1997 and 1999 Housing Acts (together, the Housing Acts) permit the retention of project based Section 8 contracts for most properties in rental markets with a limited supply of affordable housing or where the tenants are particularly vulnerable populations including the elderly, disabled or large families. In rental markets without a limited supply of affordable housing, the Housing Acts provide for phasing out project based subsidies, converting the assistance to tenant based assistance or vouchers. Under a tenant based system, rental vouchers would be issued to qualified tenants who then could elect to reside at properties of their choice, including the property in which they currently reside. Voucher rent levels are established by local housing authorities under guidelines set by HUD. While the Partnership does not expect the provisions of the Housing Acts to result in a significant number of tenants relocating from the property owned by the Local Limited Partnership, there can be no assurance that the legislation will not significantly and adversely affect the operations of the property of the Local Limited Partnership.
The following table indicates the year within which the Section 8 rent subsidy contract expires:
|
|
Subsidized Units |
Subsidized Units |
|
|
Expiring as a |
Expiring as a |
|
Number of |
Percentage of Total |
Percentage of |
|
Units |
Subsidized Units |
Total Units |
|
|
|
|
2011 |
100 |
100% |
100% |
All of the units (100 in total) receiving rent subsidies from Section 8 have their contracts expiring during the year ending December 31, 2011.The Housing Acts provide for several options under which a Local Limited Partnership may elect, as appropriate, to renew its Section 8 contracts: (1) marking rents up to the comparable market rent, if current rents are below market; (2) renewing rents at the current level, if the level does not exceed comparable market rents, and receiving an operating cost adjustment factor (an OCAF) or a budget based rent increase, as long as the rents do not exceed comparable market rents; (3) marking rents down to comparable market rents; (4) marking their rents down to an exception rent level, when comparable market rents would be too low to permit continued operation of the property under the Section 8 program, even with full debt restructuring; or (5) opting out of the Section 8 program. For properties assisted by Section 8, but not subject to these provisions (including, but not limited to, properties which do not have underlying HUD insured mortgages, or which have been financed through certain state housing finance agency or bond-financed mortgage programs), rents will be continued at current levels, plus an OCAF or (in some instances) a budget based rent increase. In addition, properties can opt out of the Section 8 program only if very strict notice requirements have been met, including a requirement that HUD, the tenants, and the local governing body, be given twelve months notice of a Local Limited Partnerships intention to opt out of the program prior to contract termination.
Each of the options requires an application to HUD, and, to a greater or lesser extent, the fulfillment of certain procedural submission requirements and financial requirements, which must be weighed in connection with the determination of which option to select.
The Section 8 requirements are separate from the requirements governing the underlying HUD-insured mortgage loans, and any other HUD, state or local requirements, all of which must be fulfilled, irrespective of the option chosen with regard to the continuation of Section 8 participation.
The Local Limited Partnership recorded approximately $475,000 of its revenues during 2010 from HUD under the terms of one or more HAP contracts which provide for rental assistance to the Local Limited Partnership on behalf of low-income tenants who meet certain qualifications. The Local Limited Partnerships future intentions and potential future changes in HUD regulations and the appropriations of related funds are uncertain, and accordingly, it is not possible to determine the ultimate impact on the operations of the Local Limited Partnership. The current contract expires on February 28, 2011 and subsequent to December 31, 2010 was renewed for an additional year beginning on March 1, 2011.
Fixed assets are recorded on the basis of cost. Depreciation of the buildings and improvements and equipment is computed generally by the straight-line method over the estimated lives of the related assets.
The mortgage note payable is insured by the Federal Housing Administration (FHA) and collateralized by first deeds of trust on the rental property. The note bears interest at 7% per annum. However, FHA makes subsidy payments directly to the mortgage lender reducing the monthly principal and interest payments of the project owner to an effective interest rate of 1% over the forty-year term of the note. The liability of the Local Limited Partnership under the mortgage note is limited to the underlying value of the real estate collateral plus other amounts deposited with the lenders.
A note payable was executed by Hurbell IV Limited Partnership with the former owner as part of the acquisition of the property by the Local Limited Partnership. This note bears simple interest at 9% per annum. The note is a nonrecourse note secured by a security interest in all partnership interests in the Local Limited Partnership and is subordinated to the mortgage note for as long as the mortgage note is insured by HUD. Any payments due from project income are payable from the Local Limited Partnerships surplus cash, as defined by the HUD Regulatory Agreement. The note may be prepaid in whole or in part at any time without penalty. Neither the Local Limited Partnership nor any partner thereof, present or future, assumes any personal liability for the payment of the note.
The note matured as follows:
Local Partnership |
Due Date |
Note Amount |
Accrued Interest |
|
|
(in thousands) | |
Hurbell IV Limited Partnership |
11/9/99 |
$ 648 |
$ 1,527 |
4. TRANSACTIONS WITH AFFILIATED PARTIES
The Partnership accrued administrative and reporting fees payable to the General Partner of approximately $5,000 for both the years ended December 31, 2010 and 2009. As of December 31, 2010 and 2009, the Partnership owed approximately $23,000 and $18,000, respectively, to the General Partner for accrued administrative and reporting fees. As disclosed in Note 3, the property held by the Partnerships remaining investment in a Local Limited Partnership is under contract to sell during May 2011. The Partnership does not anticipate that it will receive any funds from the sale. Accordingly, the Partnership does not anticipate that it will be able to pay the accrued administrative and reporting fees or the advances it owes at December 31, 2010 to its General Partner and affiliates.
During the years ended December 31, 2010 and 2009, AIMCO Properties, L.P., an affiliate of the General Partner advanced the Partnership approximately $45,000 and $50,000, respectively, to fund audit fees and operating expenses of the Partnership. The advances bear interest at the prime rate plus 2% (5.25% at December 31, 2010). Interest expense was approximately $4,000 and $1,000 for the years ended December 31, 2010 and 2009, respectively. At December 31, 2010 and 2009, there were outstanding advances and associated accrued interest of approximately $100,000 and $51,000, respectively. The Partnership may receive additional advances of funds from AIMCO Properties, L.P. although AIMCO Properties, L.P. is not obligated to provide such advances. For more information on AIMCO Properties, L.P., including copies of its audited balance sheet, please see its reports filed with the Securities and Exchange Commission.
During the years ended December 31, 2010 and 2009, AIMCO Properties, L.P., an affiliate of the General Partner advanced approximately $45,000 and $89,000, respectively, to Hurbell IV Limited Partnership to fund operating expenses. Interest on the advances is charged at the prime rate plus 2% (5.25% at December 31, 2010). During the year ended December 31, 2009, Hurbell IV Limited Partnership repaid AIMCO Properties, L.P. approximately $3,000, which included approximately $2,000 of accrued interest. There were no repayments made during the year ended December 31, 2010. At December 31, 2010 and 2009, the balance owed to AIMCO Properties, L.P., an affiliate of the General Partner by the Local Limited Partnership was approximately $262,000 and $204,000, respectively, including accrued interest of approximately $43,000 and $30,000, respectively. The Local Limited Partnership may receive additional advances of funds from AIMCO Properties, L.P. although AIMCO Properties, L.P. is not obligated to provide such advances.
The Local Limited Partnership accrued annual partnership administration fees payable to the General Partner of approximately $7,000 for each of the years ended December 31, 2010 and 2009. Payments of these fees are made to the General Partner from surplus cash available for distribution to partners pursuant to HUD regulations. No payments were made during the years ended December 31, 2010 and 2009. The accumulated fees owed to NHP by Hurbell IV Limited Partnership are approximately $110,000 and $103,000 at December 31, 2010 and 2009, respectively.
5. INCOME TAXES
The Partnership is not taxed on its income. The partners are taxed in their individual capacities based upon their distributive share of the Partnerships taxable income or loss and are allowed the benefits to be derived from off-setting their distributive share of the tax losses against taxable income from other sources subject to passive loss limitations. The taxable income or loss differs from amounts included in the statements of operations because different methods are used in determining the losses of the Local Limited Partnership as discussed below. The tax loss is allocated to the partner groups in accordance with Section 704(b) of the Internal Revenue Code and therefore is not necessarily proportionate to the interest percentage owned.
A reconciliation follows:
|
December 31, | |
|
2010 |
2009 |
|
(in thousands) | |
Net loss per financial statements |
$ (50) |
$ (47) |
Other |
5 |
5 |
Partnerships share of local limited |
|
|
partnerships income |
58 |
98 |
Income per tax return |
$ 13 |
$ 56 |
The following is a reconciliation between the Partnerships reported amounts and the Federal tax basis of net liabilities:
|
December 31, | |
|
2010 |
2009 |
|
(in thousands) | |
Net liabilities as reported |
$ (115) |
$ (65) |
|
| |
Investment in Partnerships |
(1,328) |
(1,386) |
Other |
279 |
274 |
Net liabilities Federal tax basis |
$(1,164) |
$(1,177) |
6. ALLOCATION OF RESULTS OF OPERATIONS, CASH DISTRIBUTIONS AND GAINS AND LOSSES
FROM SALE OR REFINANCING
Cash received by the Partnership from the sale or refinancing of the underlying property of the Local Limited Partnership, after payment of the applicable mortgage debt and the payment of all expenses related to the transaction is to be distributed in the following manner in accordance with Realty Fund Is Partnership Agreement.
First, to the General Partner for any unrepaid loans to the Partnership and any unpaid fees (other than disposition and refinancing fees);
Second, to the establishment of any reserves which the General Partner deems reasonably necessary for contingent, unmatured or unforeseen liabilities or obligations of the Partnership.
Third, to the Limited Partners until the Limited Partners have received a return of their capital contributions, after deduction for prior cash distributions from sales or refinancing, but without deduction for prior cash distributions from operations;
Fourth, to the Limited Partners, until each Limited Partner has received an amount equal to a cumulative noncompounded 6% annual return on its capital contribution, after deduction of (a) an amount equal to 50% of the tax losses allocated to the Limited Partner and (b) prior cash distributions from operations and prior cash distributions from sales or refinancing;
Fifth, to the General Partner until the General Partner has received a return of its capital contribution, after deduction for prior cash distributions from sales or refinancing, but without deduction for prior cash distributions from operations;
Sixth, to the General Partner for disposition and refinancing fees, including prior disposition and refinancing fees which have been accrued but are unpaid;
Seventh, to the partners with positive capital accounts to bring such accounts to zero; and
Finally, 85% of the remaining sales proceeds to the Limited Partners and 15% to the General Partner.
Net income or loss from operations of the Partnership is allocated 98% to the Limited Partners, 1% to the General Partner and 1% to the Original Limited Partner. Cash distributions from operations, after payment of certain obligations including reimbursement on a cumulative basis of direct expenses incurred by the General Partner or its affiliate in managing the properties and payment of annual cumulative administrative and reporting fees, is distributed 98% to the Limited Partners, 1% to the General Partner and 1% to the Original Limited Partner.
Gain for federal income tax purposes realized in the event of dissolution of the Partnership or upon sale of interests in a Local Limited Partnership or underlying property will be allocated in the following manner:
First, to the Limited Partners in an amount up to the negative balances of the capital accounts of Limited Partners in the same proportion as each Limited Partners negative capital account bears to such aggregate negative capital accounts;
Second, to the General Partner in an amount up to the General Partners negative capital account, if any;
Third, to the Limited Partners up to the aggregate amount of capital contributions of the Limited Partners, after deduction for prior cash distributions from sales or refinancing, but without deduction for prior cash distributions from operations, in the same proportion that each Limited Partners capital contribution bears to the aggregate of all Limited Partners capital contributions;
Fourth, to the Limited Partners, until each Limited Partner has been allocated an amount equal to a cumulative noncompounded 6% annual return on its capital contribution, after deduction of (a) an amount equal to 50% of the tax losses allocated to the Limited Partner and (b) prior cash distributions from operations and prior cash distributions from sales or refinancing;
Fifth, to the General Partner up to the aggregate amount of capital contributions made by the General Partner, after deduction for prior cash distributions from sales or refinancing, but without deduction for prior cash distributions from operations; and
Finally, 85% of the remaining gain to the Limited Partners and 15% to the General Partner.
Losses for federal income tax purposes realized in the event of dissolution of the Partnership or upon sale of interests in a Local Limited Partnership or underlying property will be allocated 85% to the Limited Partners and 15% to the General Partner.
7. CONTINGENCIES
The Partnership is unaware of any pending or outstanding litigation involving it or the underlying investment property of the Local Limited Partnership in which the Partnership invests that is not of a routine nature arising in the ordinary course of business.
8. REAL ESTATE AND ACCUMULATED DEPRECIATION OF THE LOCAL LIMITED PARTNERSHIP IN
WHICH NHP REALTY FUND I HAS INVESTED (UNAUDITED)
|
|
Initial Cost |
Net Cost | ||
|
|
To Partnership |
Capitalized | ||
|
|
(in thousands) |
(Removed) | ||
|
|
|
|
Subsequent | |
|
|
|
|
to Acquisition | |
|
|
|
|
(in thousands) | |
|
|
|
Buildings |
|
|
|
|
|
and Related |
|
|
|
|
|
Personal |
|
Carrying Cost |
Description |
Encumbrances |
Land |
Property |
Improvements |
Adjustments |
|
|
|
|
|
|
Hurbell IV |
|
|
|
|
|
Limited Partnership |
(1) |
$ 100 |
$ 2,159 |
$ 327 |
$ (1,460) |
(1) Schedule of Encumbrances
|
|
Note |
|
|
|
Payable and |
|
|
Mortgage |
Accrued |
|
Partnership Name |
Note |
Interest |
Total |
|
|
(in thousands) |
|
Hurbell IV Limited Partnership |
$ 335 |
$ 2,175 |
$2,510 |
(2) The unaudited aggregate cost of land for Federal income tax purposes is approximately $100,000 and the unaudited aggregate costs of buildings and improvements for Federal income tax purposes is approximately $2,488,000. The unaudited accumulated depreciation of the above-mentioned items for Federal income tax purposes is approximately $2,326,000.
(3) Reconciliation of real estate
|
Years Ended December 31, | |
|
2010 |
2009 |
|
(in thousands) | |
Balance at beginning of year |
$ 1,050 |
$ 1,023 |
Improvements |
76 |
27 |
Balance at end of year |
$ 1,126 |
$ 1,050 |
Reconciliation of accumulated depreciation
|
Years Ended December 31, | |
|
2010 |
2009 |
|
(in thousands) | |
Balance at beginning of year |
$ 526 |
$ 493 |
Depreciation expense |
38 |
33 |
Balance at end of year |
$ 564 |
$ 526 |
Note 9. Subsequent Event
On February 10, 2011, Hurbell IV Limited Partnership, the Local Limited Partnership, entered into a sale contract to sell its investment property, Talladega Downs, to a third party for $700,000. The sale is anticipated to close during May 2011. The Registrant has no remaining investment balance in the Local Limited Partnership at December 31, 2010 and 2009.
Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosures.
None.
Item 9A. Controls and Procedures.
(a) Disclosure Controls and Procedures
The Partnerships management, with the participation of the principal executive officer and principal financial officer of the General Partner, who are the equivalent of the Partnerships principal executive officer and principal financial officer, respectively, has evaluated the effectiveness of the Partnerships disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the Exchange Act)) as of the end of the period covered by this report. Based on such evaluation, the principal executive officer and principal financial officer of the General Partner, who are the equivalent of the Partnerships principal executive officer and principal financial officer, respectively, have concluded that, as of the end of such period, the Partnerships disclosure controls and procedures are effective.
Managements Report on Internal Control Over Financial Reporting
The Partnerships management is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over financial reporting is defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act as a process designed by, or under the supervision of, the principal executive and principal financial officers of the General Partner, who are the equivalent of the Partnerships principal executive officer and principal financial officer, respectively, and effected by the Partnerships management and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:
· pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of assets;
· provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures are being made only in accordance with authorizations of the Partnerships management; and
· provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Projections of any evaluation of effectiveness to future periods are subject to the risks that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
The Partnerships management assessed the effectiveness of the Partnerships internal control over financial reporting as of December 31, 2010. In making this assessment, the Partnerships management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework.
Based on their assessment, the Partnerships management concluded that, as of December 31, 2010, the Partnerships internal control over financial reporting is effective.
This annual report does not include an attestation report of the Partnerships registered public accounting firm regarding internal control over financial reporting. Managements report was not subject to attestation by the Partnerships registered public accounting firm pursuant to rules of the Securities and Exchange Commission that permit the Partnership to provide only managements report in this annual report.
(b) Changes in Internal Control Over Financial Reporting.
There has been no change in the Partnerships internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fourth quarter of 2010 that has materially affected, or is reasonably likely to materially affect, the Partnerships internal control over financial reporting.
Item 9B. Other Information.
None.
Item 10. Directors, Executive Officers and Corporate Governance.
The Partnership has no directors, executive officers or significant employees of its own.
The names, ages, business experience and involvement in legal proceedings of the directors and officers of National Corporation for Housing Partnerships (NCHP), the sole general partner of The National Housing Partnership, the sole general partner of the Partnership (the General Partner), and certain of its affiliates, are as follows:
Directors of NCHP
Two individuals comprise the Board of Directors of NCHP.
Steven D. Cordes |
39 |
Director and Senior Vice President |
Ernest M. Freedman |
40 |
Director, Executive Vice President and |
|
|
Chief Financial Officer |
Steven D. Cordes was appointed as a Director of the General Partner effective January 11, 2011. Mr. Cordes has been a Senior Vice President of the General Partner and AIMCO since May 2007. Mr. Cordes joined AIMCO in 2001 as a Vice President of Capital Markets with responsibility for AIMCOs joint ventures and equity capital markets activity. Prior to joining AIMCO, Mr. Cordes was a manager in the financial consulting practice of PricewaterhouseCoopers. Effective March 2009, Mr. Cordes was appointed to serve as the equivalent of the chief executive officer of the Partnership. Mr. Cordes brings particular expertise to the Board in the areas of asset management as well as finance and accounting.
Ernest M. Freedman was appointed as a Director of the General Partner in November 2009 and was also appointed Executive Vice President and Chief Financial Officer of the General Partner and AIMCO at the same time. Mr. Freedman joined AIMCO in 2007 as Senior Vice President of Financial Planning and Analysis and has served as Senior Vice President of Finance since February 2009, responsible for financial planning, tax, accounting and related areas. Prior to joining AIMCO, from 2004 to 2007, Mr. Freedman served as chief financial officer of HEI Hotels and Resorts.
Officers
The current officers of NCHP and a description of their principal occupations in recent years are listed below.
Lisa R. Cohn |
42 |
Executive Vice President, General Counsel |
|
|
and Secretary |
Paul Beldin |
37 |
Senior Vice President and Chief Accounting |
|
|
Officer |
Stephen B. Waters |
49 |
Senior Director of Partnership Accounting |
Steven D. Cordes |
|
See Directors of NCHP |
Ernest M. Freedman |
|
See Directors of NCHP |
Lisa R. Cohn was appointed Executive Vice President, General Counsel and Secretary of the General Partner and AIMCO in December 2007. From January 2004 to December 2007, Ms. Cohn served as Senior Vice President and Assistant General Counsel of AIMCO. Ms. Cohn joined AIMCO in July 2002 as Vice President and Assistant General Counsel. Prior to joining AIMCO, Ms. Cohn was in private practice with the law firm of Hogan and Hartson LLP.
Paul Beldin joined AIMCO in May 2008 and has served as Senior Vice President and Chief Accounting Officer of AIMCO and the General Partner since that time. Prior to joining AIMCO, Mr. Beldin served as controller and then as chief financial officer of America First Apartment Investors, Inc., a publicly traded multifamily real estate investment trust, from May 2005 to September 2007 when the company was acquired by Sentinel Real Estate Corporation. Prior to joining America First Apartment Investors, Inc., Mr. Beldin was a senior manager at Deloitte and Touche LLP, where he was employed from August 1996 to May 2005, including two years as an audit manager in SEC services at Deloittes national office.
Stephen B. Waters was appointed Senior Director of Partnership Accounting of AIMCO and the General Partner in June 2009. Mr. Waters has responsibility for partnership accounting with AIMCO and serves as the principal financial officer of the General Partner. Mr. Waters joined AIMCO as a Director of Real Estate Accounting in September 1999 and was appointed Vice President of the General Partner and AIMCO in April 2004. Prior to joining AIMCO, Mr. Waters was a senior manager at Ernst & Young LLP.
The Registrant is not aware of the involvement in any legal proceedings with respect to the directors and executive officers listed in this Item 10.
There is no family relationship between any of the foregoing directors and officers.
The board of directors of the General Partner does not have a separate audit committee. As such, the board of directors of the General Partner fulfills the functions of an audit committee. The board of directors has determined that Steven D. Cordes meets the requirement of an audit committee financial expert.
The directors and officers of the General Partner with authority over the Partnership are all employees of subsidiaries of AIMCO. AIMCO has adopted a code of ethics that applies to such directors and officers that is posted on AIMCOs website (www.AIMCO.com). AIMCOs website is not incorporated by reference to this filing.
Item 11. Executive Compensation.
National Housing Partnership Realty Fund I has no directors or officers. No direct form of compensation or remuneration was paid by the Partnership to any director or officer of the General Partner. However, reimbursements and other payments have been made to the Partnerships General Partner and its affiliates, as described in Item 13. Certain Relationships and Related Transactions, and Director Independence.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
1133 Fifteenth Street Associates, a Maryland Limited Partnership, whose general partner is NHP and whose limited partners were key employees of NCHP at the time the Partnership was formed, owns a 1% interest in the Partnership.
The following table sets forth certain information regarding limited partnership units of the Partnership owned by each person or entity as known by the Partnership to own beneficially or exercise voting or dispositive control over more than 5% of the Partnerships limited partnership units as of December 31, 2010.
Name of Beneficial Owner |
Number of Units |
% of Class |
|
|
|
AIMCO Properties, L.P. |
1,332.50 |
12.15% |
(an affiliate of the General Partner) |
|
|
The business address of AIMCO Properties, L.P. is 4582 S. Ulster St.Parkway, Suite 1100, Denver, Colorado 80237.
Item 13. Certain Relationships and Related Transactions, and Director Independence.
The Partnership accrued administrative and reporting fees payable to the General Partner of approximately $5,000 for both the years ended December 31, 2010 and 2009. As of December 31, 2010 and 2009, the Partnership owed approximately $23,000 and $18,000, respectively, to the General Partner for accrued administrative and reporting fees. As disclosed in Item 8. Financial Statements and Supplementary Data, Note 3 Investments in and Advances to Local Limited Partnership, the property held by the Partnerships remaining investment in a Local Limited Partnership is under contract to sell during May 2011. The Partnership does not anticipate that it will receive any funds from the sale. Accordingly, the Partnership does not anticipate that it will be able to pay the accrued administrative and reporting fees or the advances it owes at December 31, 2010 to its General Partner and affiliates.
During the years ended December 31, 2010 and 2009, AIMCO Properties, L.P., an affiliate of the General Partner advanced the Partnership approximately $45,000 and $50,000, respectively, to fund audit fees and operating expenses of the Partnership. The advances bear interest at the prime rate plus 2% (5.25% at December 31, 2010). Interest expense was approximately $4,000 and $1,000 for the years ended December 31, 2010 and 2009, respectively. At December 31, 2010 and 2009, there were outstanding advances and associated accrued interest of approximately $100,000 and $51,000, respectively. The Partnership may receive additional advances of funds from AIMCO Properties, L.P. although AIMCO Properties, L.P. is not obligated to provide such advances. For more information on AIMCO Properties, L.P., including copies of its audited balance sheet, please see its reports filed with the Securities and Exchange Commission.
During the years ended December 31, 2010 and 2009, AIMCO Properties, L.P., an affiliate of the General Partner advanced approximately $45,000 and $89,000, respectively, to Hurbell IV Limited Partnership to fund operating expenses. Interest on the advances is charged at the prime rate plus 2% (5.25% at December 31, 2010). During the year ended December 31, 2009, Hurbell IV Limited Partnership repaid AIMCO Properties, L.P. approximately $3,000, which included approximately $2,000 of accrued interest. There were no repayments made during the year ended December 31, 2010. At December 31, 2010 and 2009, the balance owed to AIMCO Properties, L.P., an affiliate of the General Partner by the Local Limited Partnership was approximately $262,000 and $204,000, respectively, including accrued interest of approximately $43,000 and $30,000, respectively. The Local Limited Partnership may receive additional advances of funds from AIMCO Properties, L.P. although AIMCO Properties, L.P. is not obligated to provide such advances.
The Local Limited Partnership accrued annual partnership administration fees payable to the General Partner of approximately $7,000 for each of the years ended December 31, 2010 and 2009. Payments of these fees are made to the General Partner from surplus cash available for distribution to partners pursuant to HUD regulations. No payments were made during the years ended December 31, 2010 and 2009. The accumulated fees owed to NHP by Hurbell IV Limited Partnership are approximately $110,000 and $103,000 at December 31, 2010 and 2009, respectively.
Neither of the General Partners directors is independent under the independence standards established for New York Stock Exchange listed companies as both directors are employed by the parent of the General Partner.
Item 14. Principal Accounting Fees and Services.
The General Partner has reappointed Ernst & Young LLP as independent auditors to audit the financial statements of the Partnership for 2011. The aggregate fees billed for services rendered by Ernst & Young LLP for 2010 and 2009 are described below.
Audit Fees. Fees for audit services totaled approximately $28,000 and $27,000 for 2010 and 2009, respectively. Fees for audit services also include fees for the reviews of the Partnerships Quarterly Reports on Form 10-Q.
Tax Fees. Fees for tax services totaled approximately $5,000 for each of the years 2010 and 2009.
Item 15. Exhibits, Financial Statement Schedules.
(a) Report of Independent Registered Public Accounting Firm
Balance Sheets - December 31, 2010 and 2009
Statements of Operations - Years ended December 31, 2010 and 2009
Statements of Changes in Partners' (Deficiency) Capital - Years ended December 31, 2010 and 2009
Statements of Cash Flows - Years ended December 31, 2010 and 2009
Notes to Financial Statements
Schedules are omitted for the reason that they are inapplicable or equivalent information has been included elsewhere herein:
(b) Exhibits:
See Exhibit Index.
NATIONAL HOUSING PARTNERSHIP REALTY FUND I
INDEX OF EXHIBITS
31.1 Certification of equivalent of Chief Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2 Certification of equivalent of Chief Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1 Certification of equivalent of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|
National Housing Partnership Realty Fund I |
|
|
|
By: The National Housing Partnership, |
|
its sole general partner |
|
|
|
National Corporation for Housing |
|
Partnerships, |
|
its sole general partner |
|
|
|
By: /s/Steven D. Cordes |
|
Steven D. Cordes |
|
Senior Vice President |
|
|
|
By: /s/Stephen B. Waters |
|
Stephen B. Waters |
|
Senior Director of Partnership Accounting |
|
|
|
Date: March 29, 2011 |
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 Registrant and in the capacities and on the dates indicated.
/s/Ernest M. Freedman |
Director and Executive |
Date: March 29, 2011 |
Ernest M. Freedman |
Vice President |
|
|
|
|
/s/Steven D. Cordes |
Director and Senior Vice |
Date: March 29, 2011 |
Steven D. Cordes |
President |
|
|
|
|
/s/Stephen B. Waters |
Senior Director of |
Date: March 29, 2011 |
Stephen B. Waters |
Partnership Accounting |
|