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EX-31.1 - EXHIBIT 31.1 - INDEPENDENCE TAX CREDIT PLUS LP IVv414080_ex31-1.htm
EX-32.1 - EXHIBIT 32.1 - INDEPENDENCE TAX CREDIT PLUS LP IVv414080_ex32-1.htm
EX-32.2 - EXHIBIT 32.2 - INDEPENDENCE TAX CREDIT PLUS LP IVv414080_ex32-2.htm
EX-31.2 - EXHIBIT 31.2 - INDEPENDENCE TAX CREDIT PLUS LP IVv414080_ex31-2.htm

 

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 10-K

 

 

 

(Mark One)

 

þANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the fiscal year ended March 31, 2015

 

OR

 

¨TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

Commission File Number 0-17015

 

INDEPENDENCE TAX CREDIT PLUS L.P. IV

(Exact name of registrant as specified in its charter)

 

Delaware   13-3809869
(State or other jurisdiction of incorporation or organization)   (I.R.S. Employer Identification No.)
     
1225 17th Street, Denver, Colorado   80202
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code (303) 927-5000

 

Securities registered pursuant to Section 12(b) of the Act:

 

None

 

Securities registered pursuant to Section 12(g) of the Act:

 

Limited Partnership Interests and Beneficial Assignment Certificates

 

(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 þ

 

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 þ

 

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 þ 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 þ 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 registrant’s 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. þ

 

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 definition of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

 

Large accelerated filer  ¨   Accelerated filer  ¨
Non-accelerated filer  ¨  (Do not check if a smaller reporting company)   Smaller reporting company  þ

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ¨ No þ

 

The approximate aggregate book value of the voting and non-voting common equity held by non-affiliates of the Registrant as of September 30, 2014 was $(21,279,000), based on Limited Partner equity as of such date.

 

DOCUMENTS INCORPORATED BY REFERENCE

 

None

 

 

 

 
 

 

PART I

 

Item 1. Business.

 

General

 

Independence Tax Credit Plus L.P. IV (the “Partnership”) is a limited partnership which was formed under the laws of the State of Delaware on February 22, 1995. The general partner of the Partnership is Related Independence L.L.C., a Delaware limited liability company (the “General Partner”). Centerline Holding Company (“Centerline”) was the ultimate parent of Centerline Affordable Housing Advisors LLC (“CAHA”), the sole member of the Manager of the General Partner. On June 12, 2013, Centerline and an affiliate of Hunt Companies, Inc. (“Hunt”) entered into an agreement and plan of merger. On November 14, 2013, the shareholders of Centerline approved the acquisition of Centerline by an affiliate of Hunt. On April 15, 2015, Alden Torch Financial LLC, a newly formed limited liability company (“ATF”), became the indirect owner of 100% of the equity interests in Centerline. Since April 15, 2015, ATF has been the ultimate parent and indirect owner of 100% of the equity interest in CAHA. Prior to April 15, 2015, Hunt had been the ultimate majority equity owner of CAHA.

 

On July 6, 1995, the Partnership commenced a public offering (the "Offering") of Beneficial Assignment Certificates ("BACs") representing assignments of limited partnership interests in the Partnership ("Limited Partnership Interests"). The Partnership received $45,844,000 of gross proceeds from the Offering (the "Gross Proceeds") from 2,759 investors ("BACs holders"). The Offering was terminated on May 22, 1996.

 

The Partnership’s initial business was to invest in other partnerships (“Local Partnerships”, “subsidiaries” or “subsidiary partnerships”) owning leveraged apartment complexes (“Apartment Complexes” or “Properties”) that are eligible for the low-income housing tax credit (“Tax Credit”) enacted in the Tax Reform Act of 1986, some of which may also be eligible for the historic rehabilitation tax credit. As of March 31, 2015, the Partnership had originally invested approximately $37,555,000 (not including acquisition fees of approximately $1,771,000) of the net proceeds of the Offering in fourteen Local Partnerships of which approximately $148,000 remains to be paid to the Local Partnerships (including approximately $123,000 being held in escrow) as certain benchmarks, such as occupancy level, are attained prior to the release of the funds. The Partnership does not intend to acquire interests in additional Local Partnerships, but the Partnership may be required to fund potential purchase price adjustments based on tax credit adjustor clauses. The Partnership is currently invested in five Local Partnerships. The Partnership’s investment in each Local Partnership represents from 98.99% to 99.89%. See Item 2, Properties, below.

 

The Partnership is currently in the process of developing a plan to dispose of all of its investments. It is anticipated that this process will take a number of years. During the fiscal year ended March 31, 2015, the Partnership sold its limited partnership interest in two Local Partnerships. Through March 31, 2015, the Partnership has sold its limited partnership interest in six Local Partnerships, and the property and the related assets and liabilities of three Local Partnerships have been sold. There can be no assurance as to when the Partnership will dispose of its remaining investments or the amount of proceeds which may be received. However, based on the historical operating results of the Local Partnerships and the current economic conditions, including changes in tax laws, it is unlikely that the proceeds from such sales received by the Partnership will be sufficient to return to the limited partners their original investments.

 

The investment objectives of the Partnership are described below:

 

1.Entitle qualified BACs holders to Tax Credits over the period of the Partnership’s entitlement to claim Tax Credits (for each Property, generally ten years from the date of investment or, if later, the date the Property is leased to qualified tenants; referred to herein as the “Credit Period”) with respect to each Apartment Complex.

 

2.Preserve and protect the Partnership’s capital.

 

3.Participate in any capital appreciation in the value of the Properties and provide distributions of Sale or Refinancing Proceeds upon the disposition of the Properties.

 

4.Allocate passive losses to individual BACs holders to offset passive income that they may realize from rental real estate investments and other passive activities, and allocate passive losses to corporate BACs holders to offset business income.

 

One of the Partnership’s objectives is to entitle qualified BACs holders to Tax Credits over the Credit Period. Each of the Local Partnerships in which the Partnership has acquired an interest has been allocated by the relevant state credit agencies the authority to recognize Tax Credits during the Credit Period provided that the Local Partnership satisfies the rent restriction, minimum set-aside and other requirements for recognition of the Tax Credits at all times during such period. Once a Local Partnership has become eligible to recognize Tax Credits, it may lose such eligibility and suffer an event of “recapture” if its Property fails to remain in compliance with the Tax Credit requirements during the 15-year period commencing at the beginning of the Credit Period (“Compliance Period”). As of December 31, 2012, all the Local Partnerships had completed their Credit Periods. However, each Local Partnership must continue to comply with the Tax Credit requirements until the end of the Compliance Period in order to avoid recapture of the Tax Credits. The Compliance Periods will continue through December 31, 2017 with respect to the Properties depending upon when the Compliance Period commenced.

 

A loss on impairment of assets is recorded when management estimates amounts recoverable through future operations and sale of the Property on an undiscounted basis are below depreciated cost.  At that time the Property investments themselves are reduced to estimated fair value (using the fair market value based on comparative sales). During the year ended March 31, 2015, the Partnership did not record any loss on impairment of assets or reduction to estimated value. Through March 31, 2015, the Partnership has recorded approximately $35,686,000 as an aggregate loss on impairment of assets.

 

There can be no assurance that the Partnership will achieve its investment objectives, as described above, and it is unlikely that the Partnership will meet objectives 2 and 3, also as noted above.

 

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The Partnership is subject to the risks incidental to potential losses arising from the management and ownership of improved real estate and poor economic conditions.

 

Sale of Underlying Local Partnerships

 

The Partnership is currently in the process of developing a plan to dispose of all of its investments. It is anticipated that this process will take a number of years. During the fiscal year ended March 31, 2015, the Partnership sold its limited partnership interest in two Local Partnerships. Through March 31, 2015, the Partnership has sold its limited partnership interest in six Local Partnerships, and the property and the related assets and liabilities of three Local Partnerships have been sold. There can be no assurance as to when the Partnership will dispose of its remaining investments or the amount of proceeds which may be received. However, based on the historical operating results of the Local Partnerships and the current economic conditions, it is unlikely that the proceeds from such sales received by the Partnership will be sufficient to return to the limited partners their original investments. All gains and losses on sales are included in discontinued operations.

 

On November 5, 2014, the Partnership sold its limited partnership interest in Figueroa Senior Housing Limited Partnership (“Figueroa”) to an unaffiliated third party purchaser for a sales price of $480,000. The sale resulted in a gain of approximately $4,336,000 resulting from the write-off of the deficit basis in the Local Partnership of the same amount at the date of the sale, which was recorded during the quarter ended December 31, 2014. In addition, the sale resulted in a noncash distribution to the general partner of the Local Partnership of approximately $474,000 as a result of the write-off of a receivable from the local general partner. An adjustment to the gain of approximately $441,000 was recorded during the quarter ended March 31, 2015, resulting in an overall gain of approximately $4,777,000.

 

On November 5, 2014, the Partnership sold its limited partnership interest in NNPHI Senior Housing Limited Partnership (“Normandie”) to an unaffiliated third party purchaser for a sales price of $447,000. The sale resulted in a gain of approximately $6,697,000 resulting from the write-off of the deficit basis in the Local Partnership of the same amount at the date of the sale, which was recorded during the quarter ended December 31, 2014. An adjustment to the gain of approximately $57,000 was recorded during the quarter ended March 31, 2015, resulting in an overall gain of approximately $6,754,000.

 

On October 4, 2013, the property and the related assets and liabilities of Guymon Housing Partners, L.P. (“Guymon”) were sold to an affiliate of the Local General Partner for a sales price of $2,200,000. The Partnership received $188,875 as a distribution from this sale after the repayment of the mortgages, other liabilities, closing costs and distributions to other partners of approximately $2,011,000. The sale resulted in a gain of approximately $166,000 which was recorded during the quarter ended December 31, 2013. An adjustment to the gain of approximately $653,000 was recorded during the quarter ended March 31, 2014. An additional adjustment to the gain of approximately $24,000 was recorded during the quarter ended December 31, 2014 due to a final cash distribution sent to the Partnership from Guymon, resulting in an overall gain of approximately $843,000.

 

Segments

 

The Partnership operates in one segment, which is the investment in multi-family residential property. Financial information about this segment is set forth in Item 8 herein.

 

Competition

 

The real estate business is highly competitive and substantially all of the properties acquired by the Partnership are expected to have active competition from similar properties in their respective vicinities. In addition, various other limited partnerships may, in the future, be formed by the General Partner and/or its affiliates to engage in businesses which may be competitive with the Partnership.

 

Employees

 

The Partnership does not have any direct employees. All services are performed for the Partnership by the General Partner and its affiliates. The General Partner receives compensation in connection with such activities as set forth in Items 11 and 13. In addition, the Partnership reimburses the General Partner and certain of its affiliates for expenses incurred in connection with the performance by their employees of services for the Partnership in accordance with the Partnership’s Amended and Restated Agreement of Limited Partnership (the “Partnership Agreement”).

 

Item 1A. Risk Factors.

 

Not applicable.

 

Item 1B. Unresolved Staff Comments.

 

Not applicable.

 

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Item 2. Properties.

 

The Partnership’s investment in each of the remaining five Local Partnerships represents 98.99% or 99.89% of the partnership interests in each Local Partnership. Through the rights of the Partnership and/or an affiliate of the General Partner, which affiliate has a contractual obligation to act on behalf of the Partnership, to remove the Local General Partner and to approve certain major operating and financial decisions, the Partnership has a controlling financial interest in all of the Local Partnerships in which it has invested. Set forth below is a schedule of the Local Partnerships including certain information concerning their respective Apartment Complexes (the “Local Partnership Schedule”). Further information concerning the Local Partnerships and their properties, including any encumbrances affecting the properties, may be found in Item 15, Schedule III.

 

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Local Partnership Schedule

 

Name and Location     Percentage of Units Occupied at May 1, 
(Number of Units)  Date Acquired  2015   2014   2013   2012   2011 
                        
BX-8A Team Associates, L.P.  Bronx, NY (41)  October 1995   (b)   (b)   (b)   (b)   (b)
                             
Westminster Park Plaza  (a California Limited Partnership) Los Angeles, CA (130)   June 1996   (a)   (a)   (a)   (a)   (a)
                             
Fawcett Street Limited Partnership  Tacoma, WA (60)  June 1996   97%   97%   95%   98%   98%
                             
Figueroa Senior Housing Limited Partnership  Los Angeles, CA (66)  November 1996   (g)   89%   97%   97%   96%
                             
NNPHI Senior Housing Limited Partnership Los Angeles, CA (75)  December 1996   (g)   92%   98%   96%   82%
                             
Belmont/McBride Apartments Limited Partnership Paterson, NJ (42)    January 1997   (d)   (d)   (d)   76%   74%
                             
Sojourner Douglass, L.P. Paterson, NJ (20)    February 1997   (c)   (c)   (c)   (c)   85%
                             
New Zion Apartments Limited Partnership Shreveport, LA (100)    October 1997   (e)   (e)   (e)   100%   94%
                             
Bakery Village Urban Renewal Associates, L.P. Montclair, NJ (125)    December 1997   96%   96%   100%   100%   98%
                             
Marlton Housing Partnership, L.P. (a Pennsylvania limited partnership) Philadelphia, PA (25)      May 1998   (d)   (d)   (d)   100%   100%
                             
GP Kaneohe Limited Partnership Kaneohe, HI (44)    July 1999   98%   98%   98%   98%   100%
                             
KSD Village Apartments, Phase II, Ltd. Danville, KY (16)    July 1999   88%   94%   88%   69%   88%
                             
Kanisa Apartments, Ltd. Fayette County, KY (59)    October 1999   95%   98%   88%   83%   95%
                             
Guymon Housing Partners, L.P.  Guymon, OK (92)    December 1999   (f)   (f)   100%   86%   100%

 

(a)The property and the related assets and liabilities were sold during the fiscal year ended March 31, 2008 (see Note 10 in Item 8).
(b)The Partnership’s limited partnership interest was sold during the fiscal year ended March 31, 2009 (see Note 10 in Item 8).
(c)The Partnership’s limited partnership interest was sold during the fiscal year ended March 31, 2012 (see Note 10 in Item 8).

(d) The Partnership’s limited partnership interest was sold during the fiscal year ended March 31, 2013 (see Note 10 in Item 8).

(e) The property and the related assets and liabilities were sold during the fiscal year ended March 31, 2013 (see Note 10 in Item 8).

(f) The property and the related assets and liabilities were sold during the fiscal year ended March 31, 2014 (see Note 10 in Item 8).

(g) The Partnership’s limited partnership interest was sold during the fiscal year ended March 31, 2015 (see Note 10 in Item 8).

 

Leases are generally for periods not greater than one to two years and no tenant occupies more than 10% of the total rentable square footage in any single Apartment Complex.

 

Management continuously reviews the physical state of the properties and suggests to the Local General Partners budget improvements which are generally funded from cash flow from operations or release of replacement reserve escrows.

 

Management periodically reviews the insurance coverage of the properties and believes such coverage is adequate.

 

See Item 1, Business, above for the general competitive conditions to which the Properties described above are subject.

 

Real estate taxes are calculated using rates and assessed valuations determined by the township or city in which the Property is located. Such taxes have approximated less than 1% of the aggregate cost of the Properties as shown in Schedule III included herein.

 

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Tax Credits with respect to a given Apartment Complex were available for a ten-year period that commenced when the Property was rented to qualified tenants. However, the annual Tax Credits available in the year in which the Apartment Complex was placed in service were prorated based upon the months remaining in the year. The amount of the annual Tax Credit not available in the first year was available in the eleventh year. In certain cases, the Partnership acquired its interest in a Local Partnership after the Local Partnership had placed its Apartment Complex in service. In these cases, the Partnership was allocated Tax Credits only beginning in the month following the month in which it acquired its interest and Tax Credits allocated in any prior period were not available to the Partnership.

 

Item 3. Legal Proceedings.

 

None.

 

Item 4. Mine Safety Disclosures

 

Not applicable.

 

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PART II

 

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

 

As of March 31, 2015, the Partnership had issued and outstanding 45,844 Limited Partnership Interests, each representing a $1,000 capital contribution to the Partnership, or an aggregate capital contribution of $45,844,000. All of the issued and outstanding Limited Partnership Interests have been issued to Independence Assignor Inc. (the “Assignor Limited Partner”), which has in turn issued 45,844 BACs to the purchasers thereof for an aggregate purchase price of $45,844,000. Each BAC represents all of the economic and virtually all of the ownership rights attributable to a Limited Partnership Interest held by the Assignor Limited Partner. BACs may be converted into Limited Partnership Interests at no cost to the holder (other than the payment of transfer costs not to exceed $100), but Limited Partnership Interests so acquired are not thereafter convertible into BACs.

 

Neither the BACs nor the Limited Partnership Interests are traded on any established trading market. The Partnership does not intend to include the BACs for quotation on NASDAQ or for listing on any national or regional stock exchange or any other established securities market. The Revenue Act of 1987 contained provisions which have an adverse impact on investors in “publicly traded partnerships.” Accordingly, the General Partner has imposed limited restrictions on the transferability of the BACs and the Limited Partnership Interests in secondary market transactions. Implementation of the restrictions should prevent a public trading market from developing and may adversely affect the ability of an investor to liquidate his or her investment quickly. It is expected that such procedures will remain in effect until such time, if ever, as further revision of the Revenue Act of 1987 may permit the Partnership to lessen the scope of the restrictions.

 

As of May 19, 2015, the Partnership has 2,506 registered holders of an aggregate of 45,844 BACs.

 

All of the Partnership’s general partnership interests, representing an aggregate capital contribution of $1,000, are held by the General Partner.

 

The Partnership has made no distributions to the BACs holders from inception through March 31, 2015. There are no material legal restrictions in the Partnership Agreement on the ability of the Partnership to make distributions. However, the Partnership does not anticipate providing cash distributions to its BACs holders other than from net refinancing or sales proceeds.

 

Transfer Procedures

 

The Partnership from time to time receives requests by unit holders and others to transfer BACs and/or limited partnership interests. Such requests may occur in connection with tender offers for the Partnership’s units. Such requests implicate the Partnership’s policies and procedures concerning transfers generally and tender offers in particular, which were adopted by the Partnership pursuant to the terms of its Partnership Agreement, to ensure compliance with applicable law, avoid adverse tax consequences for the Partnership and its investors, and preserve the Partnership’s advantageous tax status.

 

The Partnership relies on a 2% safe harbor established by an Internal Revenue Service (“IRS”) regulation to avoid being characterized as a “publicly-traded partnership” that is taxed as a corporation.

 

A brief summary of certain of the Partnership’s key policies, practices and requirements with respect to transfers and tender offers is as follows:

 

·No transfer (whether for substitution, assignment or otherwise) is effective or binding on the Partnership unless and until it is approved by the General Partner.

 

·No transfer will be approved unless the transferor and transferee submit complete and properly executed forms of the Partnership’s own transfer documentation. The Partnership does not accept forms of transfer documentation other than its own and does not accept signatures made by power of attorney in lieu of original signatures by each of the transferors and transferees.

 

·The Partnership will not approve transfers that in the cumulative aggregate for any tax year exceed the IRS 2% safe harbor, unless a financially responsible person provides the Partnership and its partners with (i) an indemnity (in form and substance in all ways acceptable to the General Partner) for all liability (including, without limitation, any adverse tax consequences) arising from or relating to exceeding the 2% safe harbor and (ii) a legal opinion (in form and substance in all ways acceptable to the General Partner) that there will be no adverse tax consequences to the Partnership and its partners from exceeding the 2% safe harbor.

 

·In order to avoid the undesirable situation of one or more tender offers consuming the entire safe harbor limitation early in the tax year and leaving the Partnership’s remaining investors with no liquidity opportunity for the rest of that tax year, the Partnership restricts the cumulative aggregate total of transfers made pursuant to all tender offers to 1.5% of its outstanding units in each tax year, unless a financially responsible person conducting such tender offer provides the Partnership with an acceptable indemnity and legal opinion of the type described above. At the end of each tax year, the General Partner, in its discretion, may allow the cumulative total number of transfers (including those by tender offer) to reach the 2% safe harbor limit.

 

·The Partnership requires that all tender offers for its units be conducted in accordance with all applicable law including, without limitation, the federal securities laws.

 

The foregoing is solely a summary of the Partnership’s policies, requirements and practices with respect to transfers and tender offers. More complete information, including a copy of the Partnership’s transfer documentation package, may be obtained from the Partnership.

 

Item 6. Selected Financial Data.

 

Not applicable.

 

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Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

 

Liquidity and Capital Resources

 

The Partnership originally invested approximately $37,555,000 (not including acquisition fees of approximately $1,771,000) of the net proceeds of the Offering in fourteen Local Partnerships, of which approximately $148,000 remains to be paid to the Local Partnerships (including approximately $123,000 being held in escrow) as certain benchmarks, such as occupancy level, are attained prior to the release of the funds. The Partnership does not anticipate acquiring additional properties, but the Partnership may be required to fund potential purchase price adjustments based on tax credit adjustor clauses.

 

The Partnership is currently in the process of developing a plan to dispose of all of its investments. It is anticipated that this process will continue to take a number of years. During the fiscal year ended March 31, 2015, the Partnership sold its limited partnership interest in two Local Partnerships. Through March 31, 2015, the Partnership has sold its limited partnership interest in six Local Partnerships, and the property and the related assets and liabilities of three Local Partnerships have been sold. There can be no assurance as to when the Partnership will dispose of its remaining investments or the amount of proceeds which may be received. However, based on the historical operating results of the Local Partnerships and the current economic conditions, it is unlikely that the proceeds from such sales received by the Partnership will be sufficient to return to the limited partners their original investments.

 

Short-Term

 

The Partnership’s primary sources of funds include: (i) working capital reserves, exclusive of the Local Partnership working capital; (ii) interest earned on the working capital reserves; (iii) cash distributions from operations of the Local Partnerships; and (iv) sales and/or refinance proceeds and distributions. Such funds, although minimal (other than possible sales and/or refinance proceeds and distributions), are available to meet the obligations of the Partnership. During the years ended March 31, 2015 and 2014, distributions from operations of the Local Partnerships amounted to approximately $21,000 and $21,000, respectively. In addition, during the years ended March 31, 2015 and 2014, distributions to the Partnership from sales proceeds amounted to approximately $952,000 and $189,000 respectively. The Partnership does not anticipate providing cash distributions to BACs holders in circumstances other than refinancing or sales.

 

For the year ended March 31, 2015, cash and cash equivalents of the Partnership and its consolidated Local Partnerships decreased approximately $370,000. This decrease was primarily due to acquisition of property and equipment ($49,000), repayment of mortgage notes ($274,000), repayments to local general partners and affiliates ($1,011,000), net distributions to noncontrolling interests ($27,000), an increase in cash held in escrow relating to investing activities ($55,000), which exceeded cash provided by operating activities $70,000, proceeds from sale of properties $952,000 and a decrease in deferred costs related to financing activities $24,000. Included in the adjustments to reconcile the net loss to net cash provided by operating activities is depreciation and amortization in the amount of approximately ($109,000), gain on sales of properties of approximately ($11,555,000), forgiveness of debt ($296,000), general partner’s contribution $843,000 and a change in fair value of interest rate swap of approximately ($24,000).

 

Total expenses from operations for the years ended March 31, 2015 and 2014, excluding depreciation and amortization, interest, general and administrative – related parties, loss on impairment of assets and change in fair value of an interest rate swap, totaled $1,974,026 and $1,928,862, respectively.

 

Accounts payable and other liabilities arising from operations totaled $201,875 and $392,721 as of March 31, 2015 and 2014, respectively. Accounts payable and other liabilities are short term liabilities which are expected to be paid from operating cash flows, working capital balances at the Local Partnership level, Local General Partner advances and, in certain circumstances, advances from the Partnership. Accrued interest payable arising from operations as of March 31, 2015 and 2014 was $130,061 and $4,626,937, respectively. Accrued interest payable represents the accrued interest on all mortgage loans, which include primary and secondary loans. Certain secondary loans have provisions such that interest is accrued but not payable until a future date. The Partnership anticipates the payment of accrued interest on the secondary loans (which make up the majority of the accrued interest payable amount and which has been accumulating since the Partnership’s investment in the respective Local Partnerships) will be made from future refinancings or sales proceeds of the respective Local Partnerships. Furthermore, each Local Partnership’s mortgage notes are collateralized by the land and buildings of the respective Local Partnership, and are without further recourse to the Partnership. The maximum loss the Partnership would incur is its net investment in the respective Local Partnership.

 

The Partnership has unconsolidated cash reserves of approximately $487,000 at March 31, 2015. Such amount is considered sufficient to cover the Partnership’s day to day operating expenses, excluding fees to the General Partner, for at least the next fiscal year.

 

At March 31, 2015, the Partnership’s liabilities exceeded assets by $10,308,898 and for the year ended March 31, 2015, the Partnership recognized net income of $11,240,313, including gain on sale of properties of $11,555,138. However, because 1) the provisions of the secondary loans defer the payment of accrued interest of the respective Local Partnerships and will be made from future refinancing or sales proceeds of the respective Local Partnerships, 2) the General Partner continues to defer the payment of fees as discussed below and in Note 8 to the Financial Statements in Item 8, and 3) the Partnership has sufficient unconsolidated working capital reserves to cover the Partnership’s day to day operating expenses, the Partnership (and the applicable Local Partnerships) believes it has sufficient liquidity and ability to generate cash and to meet existing and known or reasonably likely future cash requirements over both the short and long term.

 

Long-Term

 

Partnership management fees owed to the General Partner amounting to approximately $2,296,000 and $2,719,000 were accrued and unpaid as of March 31, 2015 and 2014, respectively, and are included in the line item Due to general partner and affiliates in the consolidated balance sheets. Unpaid partnership management fees for any year are to be deferred without interest and will be payable out of sales or refinancing proceeds only to the extent of available funds after payments on all Partnership liabilities have been made other than those owed to the General Partner and its affiliates.

 

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All other payables are expected to be paid, if at all, from working capital and cash reserves. The General Partner does not anticipate making any future advances of operating funds to any of the Local Partnerships in which the Partnership has invested. Even if a situation arose where the General Partner and its affiliates needed to but were not able to make operating advances in the future due to lack of funds, the only impact on the Partnership would be that it would lose its investment in that particular Local Partnership. The Partnership’s ability to continue its operations would not be affected.

 

The Partnership’s liquidity considerations are discussed in Note 12a in Item 8.

 

Since the maximum loss the Partnership would be liable for is its net investment in the respective subsidiary partnerships, the resolution of any existing contingencies is not anticipated to impact future liquidity or financial condition of the Partnership in a material way. However, the Partnership’s loss of its investment in a Local Partnership may result in recapture of Tax Credits if the investment is lost before expiration of the Compliance Period.

 

The Local Partnerships are impacted by inflation in several ways. Inflation allows for increases in rental rates generally to reflect the impact of higher operating and replacement costs. Furthermore, inflation generally does not impact the fixed long-term financing under which real property investments were purchased. Inflation also affects the Local Partnerships adversely by increasing operating costs, such as fuel, utilities, and labor. Since revenues from sales of assets are driven by market conditions, inflation has little impact on sales. However, continued inflation may result in appreciated values of the Local Partnership’s apartment complexes over a period of time as rental revenues and replacement costs continue to increase.

 

Management is not aware of any trends or events, commitments or uncertainties, which have not otherwise been disclosed that will or are likely to impact liquidity in a material way. The portfolio is diversified by the location of the Properties around the United States so that if one area of the country is experiencing downturns in the economy, the remaining Properties in the portfolio may be experiencing upswings. However, the geographic diversification of the portfolio may not protect against a general downturn in the national economy. As of December 31, 2012, all the Local Partnerships had completed their Credit Periods. The Compliance Periods will continue to expire through December 31, 2017 with respect to the remaining properties depending on when the Compliance Period commenced.

 

Sale of Underlying Properties/Local Partnership Interests

 

For a discussion of the sale of properties in which the Partnership owns direct and indirect interests, see Note 10 in Item 8.

 

Discontinued Operations

 

The Partnership is currently in the process of developing a plan to dispose of all of its investments. Any dispositions would meet the criteria established for recognition as a discontinued operation under ASC 360, Property, Plant and Equipment (“ASC 360”), which specifically requires that such amounts must differentiate a component of a business comprised of operations and cash flows that can be clearly distinguished operationally and for financial reporting purposes, from the rest of the entity. There are no assets classified as property and equipment-held for sale at March 31, 2015.

 

Off-Balance Sheet Arrangements

 

The Partnership has no off-balance sheet arrangements.

 

Critical Accounting Policies

 

In preparing the consolidated financial statements, management has made estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Set forth below is a summary of the accounting policies that management believes are critical to the preparation of the consolidated financial statements.

 

Property and Equipment

 

Property and equipment to be held and used are carried at cost which includes the purchase price, acquisition fees and expenses, construction period interest and any other costs incurred in acquiring the Properties. The cost of property and equipment is depreciated over their estimated useful lives using accelerated and straight-line methods. Expenditures for repairs and maintenance are charged to expense as incurred; major renewals and betterments are capitalized. At the time property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are eliminated from the assets and accumulated depreciation accounts and the profit or loss on such disposition is reflected in earnings. The Partnership complies with ASC 360, Property, Plant and Equipment. A loss on impairment of assets is recorded when management estimates amounts recoverable through future operations and sale of the Property on an undiscounted basis are below depreciated cost. At that time, Property investments themselves are reduced to estimated fair value (using the fair market value based on comparative sales) when the Property is considered to be impaired and the depreciated cost exceeds estimated fair value.

 

At the time management commits to a plan to dispose of a specific asset, said asset is adjusted to the lower of carrying amount or fair value less costs to sell. These assets are classified as property and equipment-held for sale and are not depreciated. Property and equipment that are held for sale are included in discontinued operations. There are no assets classified as property and equipment-held for sale at March 31, 2015.

 

During the year ended March 31, 2015, the Partnership did not record any loss on impairment of assets or reduction to estimated value. Through March 31, 2015, the Partnership has recorded approximately $35,686,000 as an aggregate loss on impairment of assets.

 

- 9 -
 

 

Fair Value Measurements

 

The estimated fair value of mortgage notes payable and the interest rate swap have been determined using available market information or other appropriate valuation methodologies. However, considerable judgment is required in interpreting market data to develop estimates of fair value. Consequently, the estimates are not necessarily indicative of the amounts that could be realized or would be paid in a current market exchange.

Fair value for the mortgage notes have been estimated using Level 3 inputs. Fair value for the interest rate swap has been estimated using Level 2 inputs. The carrying amount of accounts payable and other liabilities and other assets approximates fair value due to their short-term nature. For further discussion, please see Note 3, Item 8.

 

Revenue Recognition

 

Rental income is earned under standard residential operating leases and is typically due the first day of each month, but can vary by property due to the terms of the tenant leases. Rental income is recognized when earned and charged to tenants’ accounts receivable if not received by the due date. If rental payments are received in advance of the due date, revenue is deferred until earned. Rental subsidies are recognized as rental income during the month in which they are earned.

 

Other revenues are recorded when earned and consist of the following items: interest income earned on cash and cash equivalent balances and cash held in escrow balances, income from forfeited security deposits, late charges, laundry and vending income and other rental related items (see Item 8, Note 2e).

 

Related Parties

 

Under the terms of the Partnership Agreement, the Partnership has entered into certain arrangements with the General Partner and its affiliates, which provide for compensation to be paid to the General Partner and its affiliates. Such arrangements include (but are not limited to) agreements to pay annual Partnership management fees, nonrecurring acquisition fees, a nonaccountable acquisition expense allowance, an accountable expense reimbursement and subordinated disposition fees to the General Partner and/or its affiliates. In addition, the General Partner is entitled to a subordinated interest in cash from sales or refinancings and a 1% interest in net income, net loss, distributions of adjusted cash from operations and cash from sales or refinancings. Certain members and officers of the General Partner receive compensation from the General Partner and its affiliates for services performed for various affiliated entities which may include services performed for the Partnership. The maximum annual partnership management fee paid to the General Partner is 0.5% of invested assets. See Note 8 in Item 8, which is incorporated herein by reference.

 

Income Taxes

 

The Partnership is not required to provide for, or pay, any federal income taxes. Net income or loss generated by the Partnership is passed through to the partners and is required to be reported by them. The Partnership may be subject to state and local taxes in jurisdictions in which it operates. For income tax purposes, the Partnership has a fiscal year ending December 31.

 

Results of Operations

 

The following is a summary of the results of operations of the Partnership for the years ended March 31, 2015 and 2014, respectively, excluding the results of its discontinued operations which are not reflected in the following discussion (see Item 8, Note 11).

 

The net income (loss) for the years ended March 31, 2015 and 2014 totaled $11,240,313 and ($2,708,982), respectively.

 

2015 vs. 2014

 

Rental income increased approximately 3% for the year ended March 31, 2015 as compared to the corresponding period ended March 31, 2014, primarily due to decreases in vacancies and decreases in rent concessions as well as rental rate increases at several Local Partnerships.

 

Other income decreased approximately $38,000 for the year ended March 31, 2015 as compared to the corresponding period in 2014, primarily due to forgiveness of management fees payable at one Local Partnership in the prior year and income recognized at the Partnership level from nonrefundable deposits retained by the Partnership in the prior year as a result of a contract being no longer in effect for the sale of its limited partnership interests in two Local Partnerships.

 

Total expenses, excluding general and administrative, repairs and maintenance, depreciation and amortization, loss on impairment of asset and change in fair value of interest rate swap, remained fairly consistent with a decrease of less than 4% for the year ended March 31, 2015 as compared with the corresponding period ended March 31, 2014.

 

General and administrative expenses increased approximately $54,000 for the year ended March 31, 2015, as compared to the corresponding period ended March 31, 2014, primarily due to increase in salaries and benefits at two Local Partnerships, increase in professional fees at a third Local Partnership and an increase in legal fees at the Partnership level.

 

Change in fair value of interest rate swap decreased approximately $1,000 for the year ended March 31, 2015 as compared to the corresponding period in 2014, primarily due to the change in interest rates.

 

Depreciation and amortization decreased approximately $123,000 for the year ended March 31, 2015, as compared to the corresponding period ended March 31, 2014, primarily due to impairment of property and equipment in the year ended March 31, 2014 at two Local Partnerships.

 

- 10 -
 

 

Loss on impairment of fixed assets amounted to approximately $0 and $2,406,000 for the years ended March 31, 2015 and 2014, respectively. At March 31, 2015, cumulative impairment loss was approximately $35,686,000. See Note 3 in Item 8 for detailed discussion on impairments.

 

Item 7A. Quantitative and Qualitative Disclosures about Market Risk.

 

Not applicable.

 

- 11 -
 

 

 

Item 8. Financial Statements and Supplementary Data.

 

      Sequential
Page
       
(a) 1. Consolidated Financial Statements    
       
  Reports of Independent Registered Public Accounting Firms   13-17
       
  Consolidated Balance Sheets at March 31, 2015 and 2014   18
       
  Consolidated Statements of Operations for the Years Ended March 31, 2015 and 2014   19
       
  Consolidated Statements of Changes in Partners’ (Deficit) Capital for the Years Ended March 31, 2015 and 2014   20
       
  Consolidated Statements of Cash Flows for the Years Ended March 31, 2015 and 2014   21
       
  Notes to Consolidated Financial Statements   22

 

- 12 -
 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Partners

Independence Tax Credit Plus L.P. IV and Subsidiaries

(A Delaware Limited Partnership)

 

We have audited the accompanying consolidated balance sheets of Independence Tax Credit Plus L.P. IV and Subsidiaries (A Delaware Limited Partnership) as of March 31, 2015 and 2014, and the related consolidated statements of operations, changes in partners’ (deficit) capital, and cash flows for the years ended March 31, 2015 and 2014 (the 2014 and 2013 Fiscal Years). Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We did not audit the financial statements for one and three subsidiary partnerships whose income (losses) aggregated $140,825 and ($845,457) for the years ended March 31, 2015 and 2014, and whose assets constituted 21% and 42% of the Partnership’s assets at March 31, 2015 and 2014, respectively, represented in the accompanying consolidated financial statements. The financial statements for these one and three subsidiary partnerships were audited by other auditors whose reports thereon have been furnished to us and our opinion expressed herein, insofar as it relates to the amounts included for these subsidiary partnerships is based solely upon the reports of the other auditors.

 

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 audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. The Partnership is not required to have, nor were we engaged to perform, an audit of its 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 Partnership’s 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 consolidated financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

 

In our opinion, based upon our audits, and the reports of the other auditors referred to above, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Independence Tax Credit Plus L.P. IV and Subsidiaries as of March 31, 2015 and 2014, and the results of their operations and their cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

 

As discussed in Note 12(b), the consolidated financial statements include the financial statements of two subsidiary partnerships with significant uncertainties. The financial statements of these subsidiary partnerships were prepared assuming that they will continue as going concerns. These two subsidiary partnerships’ net losses aggregated $22,856 and $23,122 (2014 and 2013 Fiscal Years) and their assets aggregated $266,392 and $270,799 at March 31, 2015 and 2014, respectively. Management’s plans in regard to these matters are also described in Note 12(b). The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties.

 

/s/ RAICH ENDE & MALTER CO. LLP

RAICH ENDE & MALTER CO. LLP

 

New York, New York

June 29, 2015

 

- 13 -
 

 

[LETTERHEAD OF CLIFFORD R. BENN, CPA]

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

General partner

Figueroa Senior Housing Limited Partnership

Los Angeles, California

 

I have audited the accompanying balance sheet of Figueroa Senior Housing Limited Partnership, at December 31,2013, and the related statements of loss, changes in partners' capital, and cash-flow for the year then ended, and the related notes to the financial statements.

 

Management’s Responsibility for the Financial Statements

 

Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.

 

Auditor's Responsibility

 

My responsibility is to express an opinion on these financial statements based on my audit. I conducted my audit in accordance with standards of the Public Company Accounting Oversight Board, used in the United States of America. Those standards require that I plan and. perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatements.

 

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, I express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

 

I believe that the audit evidence I have obtained is sufficient and appropriate to provide a basis for my opinion.

 

Opinion

 

In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Figueroa Senior Housing Limited Partnership on December 31, 2013, and the results of its operations and its cash-flow for the year then ended in accordance with accounting principles generally accepted in the United States of America.

 

/s/ Clifford R. Benn. CPA

March 5, 2014, except with respect to the matter discussed in note 12 as to which the date is May 2, 2014.

Torrance, California

 

- 14 -
 

 

[LETTERHEAD OF CLIFFORD R. BENN, CPA]

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

General partner

NNPHI Senior Housing Limited Partnership

Los Angeles, California

 

I have audited the accompanying balance sheet of NNPHI Senior Housing Limited Partnership, at December 31,2013, and the related statements of loss, changes in partners' capital, and cash-flow for the year then ended, and the related notes to the financial statements.

 

Management's Responsibility for the Financial Statements

 

Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.

 

Auditor's Responsibility

 

My responsibility is to express an opinion on these financial statements based on my audit. I conducted my audit in accordance with standards of the Public Company Accounting Oversight Board, used in the United States of America. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatements.

 

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment 'of risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, I express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

 

I believe that the audit evidence I have obtained is sufficient and appropriate to provide a basis for my opinion.

 

Opinion

 

In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of NNPHI Senior Housing Limited Partnership on December 31, 2013, and the results of its operations and its cash-flow for the year then ended in accordance with accounting principles generally accepted in the United States of America.

 

/s/ Clifford Benn, CPA

February 24, 2014

Torrance, California

 

- 15 -
 

 

[Letterhead of COHNREZNICK, LLP]

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Partners

Bakery Village Urban Renewal Associates, L.P.

 

We have audited the accompanying financial statements of Bakery Village Urban Renewal Associates, L.P., which comprise the balance sheet as of December 31, 2014, and the related statements of operations, changes in partners' equity (deficit) and cash flows for the year then ended, and the related notes to the financial statements.

 

Management's Responsibility for the Financial Statements

 

Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.

 

Auditor's Responsibility

 

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

 

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

 

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

 

Opinion

 

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Bakery Village Urban Renewal Associates, L.P. as of December 31, 2014, and the results of its operations and its cash flows for the year then ended in accordance with accounting principles generally accepted in the United States of America.

 

/s/ COHNREZNICK LLP

Baltimore, Maryland

April 10, 2015

 

- 16 -
 

 

[Letterhead of COHNREZNICK, LLP]

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Partners

Bakery Village Urban Renewal Associates, L.P.

 

We have audited the accompanying financial statements of Bakery Village Urban Renewal Associates, L.P., which comprise the balance sheet as of December 31, 2013, and the related statements of operations, changes in partners' equity (deficit) and cash flows for the year then ended, and the related notes to the financial statements.

 

Management's Responsibility for the Financial Statements

 

Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.

 

Auditor's Responsibility

 

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

 

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

 

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

 

Opinion

 

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Bakery Village Urban Renewal Associates, L.P. as of December 31, 2013, and the results of its operations and its cash flows for the year then ended in accordance with accounting principles generally accepted in the United States of America.

 

/s/ COHNREZNICK LLP

Baltimore, Maryland

February 28, 2014

 

- 17 -
 

 

INDEPENDENCE TAX CREDIT PLUS L.P. IV

AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

 

   March 31, 
   2015   2014 
         
ASSETS          
           
Operating assets          
Property and equipment, at cost, less accumulated depreciation (Notes 2 and 4)  $1,089,909   $1,374,070 
Cash and cash equivalents (Notes 2, 3 and 12 )   706,652    1,076,241 
Cash held in escrow (Notes 2, 3 and 5)   784,111    1,068,337 
Deferred costs – less accumulated amortization (Notes 2 and 6)   240,291    298,813 
Due from local general partners and affiliates   5,795    670,998 
Other assets   245,594    307,060 
           
Total assets  $3,072,352   $4,795,519 
           
LIABILITIES AND PARTNERS’ (DEFICIT) CAPITAL          
           
Operating liabilities          
Mortgage notes payable (Notes 3 and 7)  $9,475,089   $16,456,014 
Accounts payable and other liabilities   201,875    392,721 
Accrued interest   130,061    4,626,937 
Security deposits payable   169,508    220,634 
Interest rate swap   20,000    44,000 
Due to local general partners and affiliates (Note 8)   840,182    1,851,647 
Due to general partner and affiliates (Note 8)   2,544,535    3,094,505 
           
Total liabilities   13,381,250    26,686,458 
           
Commitments and contingencies (Notes 8 and 12)          
           
Partners’ (deficit) capital          
Limited partners (100,000 BACs authorized; 45,844 issued and outstanding)   (10,428,532)   (21,079,183)
General partners   (495,438)   (603,021)
           
Independence Tax Credit Plus L.P. IV total   (10,923,970)   (21,682,204)
           
Noncontrolling interests   615,072    (208,735)
           
Total partners’ (deficit) capital   (10,308,898)   (21,890,939)
           
Total liabilities and partners’ (deficit) capital  $3,072,352   $4,795,519 

 

See accompanying notes to consolidated financial statements.

 

- 18 -
 

 

INDEPENDENCE TAX CREDIT PLUS L.P. IV

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

 

   Years Ended March 31 
   2015   2014* 
Operations:          
Revenues          
Rental income  $2,777,867   $2,699,537 
Other   92,081    130,037 
           
Total revenues   2,869,948    2,829,574 
           
Expenses          
General and administrative   899,934    845,256 
General and administrative-related parties (Note 8)   719,179    677,571 
Repairs and maintenance   478,645    476,261 
Operating and other   398,916    422,963 
Real estate taxes   90,689    87,628 
Insurance   105,840    96,754 
Interest   428,717    462,597 
Change in fair value of interest rate swap (Note 3)   (24,000)   (25,000)
Depreciation and amortization   106,384    229,333 
Loss on impairment of assets (Note 4)   -    2,406,000 
           
Total expenses   3,204,304    5,679,363 
           
Loss from operations   (334,356)   (2,849,789)
Income from discontinued operations   11,574,669    140,807 
           
Net income (loss)   11,240,313    (2,708,982)
           
Net (income) loss attributable to noncontrolling interests from operations   (865)   8,414 
Net (income) loss attributable to noncontrolling interests from discontinued operations   (481,214)   703,577 
           
Net (income) loss  attributable to noncontrolling interests   (482,079)   711,991 
           
Net income (loss) attributable to Independence Tax Credit Plus L.P. IV  $10,758,234   $(1,996,991)
           
Loss from operations – limited partners  $(331,869)  $(2,812,961)
Income from discontinued operations – limited partners   10,982,520    835,940 
           
Net income (loss) – limited partners  $10,650,651   $(1,977,021)
           
Number of BACs outstanding   45,844    45,844 
           
Loss from operations- limited partners- per weighted average BAC  $(7.24)  $(61.36)
Income from discontinued operations- limited partners- per weighted average BAC   239.56    18.24 
           
Net income (loss)  - limited partners- per weighted average BAC  $232.32   $(43.12)

 

* Reclassified for comparative purposes.

 

See accompanying notes to consolidated financial statements.

 

- 19 -
 

 

INDEPENDENCE TAX CREDIT PLUS L.P. IV

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS’ (DEFICIT) CAPITAL

YEARS ENDED MARCH 31, 2015 AND 2014

 

       Limited   General   Noncontrolling 
   Total   Partners   Partners   Interests 
                 
Partners' (deficit) capital – April 1, 2013  $(18,880,008)  $(19,102,162)  $(583,051)  $805,205 
                     
Net loss   (2,708,982)   (1,977,021)   (19,970)   (711,991)
                     
Distributions   (301,949)   -    -    (301,949)
                     
Partners' (deficit) capital – March 31, 2014   (21,890,939)   (21,079,183)   (603,021)   (208,735)
                     
Net income   11,240,313    10,650,651    107,583    482,079 
                     
Distributions   (501,062)   -    -    (501,062)
                     
Contributions- write-off of related party debt   842,790    -    -    842,790 
                     
Partners' (deficit) capital – March 31, 2015  $(10,308,898)  $(10,428,532)  $(495,438)  $615,072 

 

See accompanying notes to consolidated financial statements.

 

- 20 -
 

 

INDEPENDENCE TAX CREDIT PLUS L.P. IV

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

 

   Years Ended March 31 
   2015   2014 
         
Cash flows from operating activities:          
Net income (loss)  $11,240,313   $(2,708,982)
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities:          
Gain on sale of properties   (11,555,138)   (819,451)
Forgiveness of debt   (296,360)   - 
General Partner's contribution   842,790    - 
Depreciation and amortization   108,954    313,735 
Loss on impairment of assets   -    2,406,000 
Interest rate swap   (24,000)   (25,000)
Changes in operating assets and liabilities:          
Increase in accounts payable   7,480    94,482 
Increase in security deposit payable   1,210    11,382 
Increase in accrued interest payable   26,583    284,417 
(Increase) decrease in cash held in escrow   (31,143)   85,307 
Decrease (increase) in other assets   2,357    (117,402)
Decrease (increase) in due from general partner and affiliates   207,405    (8,915)
Increase in due to local general partners and affiliates   (180)   (4,457)
(Decrease) increase in due to general partner and affiliates   (459,994)   242,907 
           
Total adjustments   (11,170,036)   2,463,005 
           
Net cash provided by (used in) operating activities   70,277    (245,977)
           
Cash flows from investing activities:          
Proceeds from sale of properties   951,747    2,200,000 
Costs related to sale of property   -    (1,347,894)
Acquisition of property and equipment   (48,619)   (93,333)
(Increase) decrease in cash held in escrow   (55,410)   13,611 
Net (repayments) advances  to local general partners and affiliates   (1,011,285)   4,084 
           
Net cash (used in) provided by investing activities   (163,567)   776,468 
           
Cash flows from financing activities:          
Principal payments of mortgage notes   (273,709)   (255,793)
Decrease (increase) in deferred costs   24,349    (13,949)
Distributions to noncontrolling interests   (26,939)   (301,949)
           
Net cash used in financing activities   (276,299)   (571,691)
           
Net decrease in cash and cash equivalents   (369,589)   (41,200)
Cash and cash equivalents at beginning of year   1,076,241    1,117,441 
Cash and cash equivalents at end of year  $706,652   $1,076,241 
           
Supplemental disclosure of cash flows information:          
Cash paid during the year for interest  $664,663   $569,731 
           
Summarized below are the components of the gain on sale of properties:          
Proceeds from sale of properties – net  $(951,747)  $(852,106)
Property and equipment, net of accumulated depreciation   251,317    1,301,913 
Deferred costs   6,682    - 
Other assets   59,109    60,171 
Cash held in escrow   370,779    132,464 
Accounts payable and other liabilities   (198,326)   (11,048)
Mortgage payable   (6,410,856)   (1,390,829)
Accrued interest   (4,523,459)   (7,796)
Due to local general partners and affiliates   (19,325)   - 
Due to general partners and affiliates   387,147    - 
Security deposits   (52,336)   (52,220)
Capital contributions- General Partner   (474,123)   - 

 

See accompanying notes to consolidated financial statements.

 

- 21 -
 

 

INDEPENDENCE TAX CREDIT PLUS L.P. IV

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2015 AND 2014

 

NOTE 1 – General

 

Independence Tax Credit Plus L.P. IV (a Delaware limited partnership) (the “Partnership”) was organized on February 22, 1995 and commenced its public offering on July 6, 1995. The general partner of the Partnership is Related Independence L.L.C., a Delaware limited liability company (the “General Partner”). Centerline Holding Company (“Centerline”) was the ultimate parent of Centerline Affordable Housing Advisors LLC (“CAHA”), the sole member of the Manager of the General Partner. On June 12, 2013, Centerline and an affiliate of Hunt Companies, Inc. (“Hunt”) entered into an agreement and plan of merger. On November 14, 2013, the shareholders of Centerline approved the acquisition of Centerline by an affiliate of Hunt. On April 15, 2015, Alden Torch Financial LLC, a newly formed limited liability company (“ATF”), became the indirect owner of 100% of the equity interests in Centerline. Since April 15, 2015, ATF has been the ultimate parent and indirect owner of 100% of the equity interest in CAHA. Prior to April 15, 2015, Hunt had been the ultimate majority equity owner of CAHA.

 

The Partnership’s business is primarily to invest in other partnerships (“Local Partnerships,” “subsidiaries” or “subsidiary partnerships”) owning leveraged apartment complexes (“Apartment Complexes” or “Properties”) that are eligible for the low-income housing tax credit (“Tax Credit”) enacted in the Tax Reform Act of 1986, some of which may also be eligible for the historic rehabilitation tax credit. Qualified Beneficial Assignment Certificates (“BACs”) holders were entitled to Tax Credits over the period of the Partnership’s entitlement to claim Tax Credits (for each Property, generally ten years from the date of investment or, if later, the date the Property was placed in service; referred to herein as the “Credit Period”) with respect to each Apartment Complex.

 

The Partnership had originally acquired limited partnership interests in fourteen subsidiary partnerships, all of which have been, or were, consolidated. The Partnership does not anticipate acquiring limited partnership interests in additional subsidiary partnerships. The Partnership’s investments in Local Partnerships represent from 98.99% to 99.89% interests.

 

The Partnership was authorized to issue a total of 100,000 ($100,000,000) Beneficial Assignment Certificates (“BACs”) which have been registered with the Securities and Exchange Commission for sale to the public. Each BAC represents all of the economic and virtually all of the ownership rights attributable to a limited partnership interest. The Partnership had raised a total of $45,844,000 representing 45,844 BACs.

 

NOTE 2 – Summary of Significant Accounting Policies

 

a) Basis of Accounting

 

For financial reporting purposes, the Partnership’s fiscal year ends on March 31. All subsidiaries have fiscal years ending December 31. Accounts of the subsidiaries have been adjusted for intercompany transactions from January 1 through March 31. The Partnership’s fiscal year ends March 31 in order to allow adequate time for the subsidiaries’ financial statements to be prepared and consolidated. The books and records of the Partnership are maintained on the accrual basis of accounting, in accordance with accounting principles generally accepted in the United States of America (“GAAP”).

 

b) Basis of Consolidation

 

The consolidated financial statements include the accounts of the Partnership and its seven and eight subsidiary partnerships for the years ended March 31, 2015 and 2014, respectively, in which the Partnership is a limited partner. Through the rights of the Partnership and/or an affiliate of the General Partner, which affiliate has a contractual obligation to act on behalf of the Partnership, to remove the general partner of the subsidiary local partnerships (the “Local General Partner”) and to approve certain major operating and financial decisions, the Partnership has a controlling financial interest in the subsidiary partnerships. All intercompany accounts and transactions with the subsidiary partnerships have been eliminated in consolidation.

 

(Income) loss attributable to noncontrolling interests amounted to approximately ($482,100) and $712,000 for the years ended March 31, 2015 and 2014, respectively. The Partnership’s investment in each subsidiary is equal to the respective subsidiary’s partners’ equity less noncontrolling interest capital, if any.

 

c) Cash and Cash Equivalents

 

Cash and cash equivalents include cash on hand, cash in banks, and investments in short-term highly liquid investments purchased with original maturities of three months or less.

 

d) Cash Held in Escrow

 

Cash held in escrow represent reserves established pursuant to the debt agreements as described in Note 5, as well as deposits that are required by statutory law to be segregated.

 

- 22 -
 

 

INDEPENDENCE TAX CREDIT PLUS L.P. IV

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2015 AND 2014

 

e) Property and Equipment

 

Property and equipment to be held and used are carried at cost which includes the purchase price, acquisition fees and expenses, construction period interest and any other costs incurred in acquiring the properties. The cost of property and equipment is depreciated over their estimated useful lives using accelerated and straight-line methods. Expenditures for repairs and maintenance are charged to expense as incurred; major renewals and betterments are capitalized. At the time property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are eliminated from the assets and accumulated depreciation accounts and the profit or loss on such disposition is reflected in earnings. The determination of asset impairment is a two-step process. First, management estimates amounts recoverable through future operations and sale of the property on an undiscounted basis. If such estimates are below depreciated cost, management estimates fair value (using the fair market value based on comparative sales). The property is considered to be impaired when the depreciated cost exceeds estimated fair value.

 

At the time management commits to a plan to dispose of a specific asset, said asset is adjusted to the lower of carrying amount or fair value less costs to sell. These assets are classified as property and equipment-held for sale and are not depreciated. Property and equipment that are held for sale are included in discontinued operations. There are no assets classified as property and equipment-held for sale at March 31, 2015.

 

f) Revenue Recognition

 

Rental income is earned under standard residential operating leases and is typically due the first day of each month, but can vary by property due to the terms of the tenant leases. Rental income is recognized when earned and charged to tenants’ accounts receivable if not received by the due date. Rental payments received in advance of the due date are deferred until earned. Rental subsidies are recognized as rental income during the month in which they are earned.

 

Other revenues are recorded when earned and consist of the following items: Interest income earned on cash and cash equivalent balances and cash held in escrow balances, income from forfeited security deposits, late charges, laundry and vending income and other rental related items.

 

g) Income Taxes

 

The Partnership is not a tax paying entity for income tax purposes and, accordingly, no provision has been made for income taxes. The Partnership may be subject to state and local taxes in jurisdictions in which it operates.

 

The Partnership has no material liability for unrecognized tax benefits and no material change to the beginning partners’ capital of the Partnership. As of and during the year ended March 31, 2015, the Partnership did not have a liability for any unrecognized tax benefits or related interest and penalties.

 

The Partnership relies on a 2% safe harbor established by an Internal Revenue Service (“IRS”) regulation to avoid being characterized as a “publicly-traded partnership” that is taxed as a corporation.

 

Income tax returns for the years prior to 2011 are no longer subject to examination by tax authorities.

 

h) Mortgage Financing and Offering Costs

 

Costs incurred in connection with obtaining permanent mortgage financing are capitalized and amortized over the lives of the related mortgage notes. Costs incurred to sell BACs, including brokerage fees and the nonaccountable expense allowance, are considered selling and offering expenses. These costs are charged directly to limited partners’ capital.

 

i) Deferred Costs

 

Deferred costs and fees incurred in connection with the purchase of interests in certain subsidiary partnerships have been capitalized as property costs and are being amortized over the lives of the related properties.

 

j) Loss Contingencies

 

The Partnership records loss contingencies as a charge to income when information becomes available which indicates that it is probable that an asset has been impaired or a liability has been incurred as of the date of the consolidated financial statements and the amount of loss can be reasonably estimated.

 

k) Use of Estimates

 

The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.

 

l) Recently Issued Accounting Pronouncements

 

In February 2015, the Financial Accounting Standards Board issued (“ASU”) 2015-02, Consolidation (Topic 810): Amendments to the consolidation Analysis. The ASU modifies existing consolidation guidance related to (i) limited partnerships and similar legal entities, (ii) the evaluation of variable interests for fees paid to decision makers or service providers, (iii) the effect of fee arrangements and related parties on the primary beneficiary determination, and (iv) certain investment funds. These changes are expected to limit the number of consolidation models and place more emphasis on risk of loss when determining a controlling financial interest. The ASU is effective for fiscal years and interim periods within those years beginning after December 15, 2015 and early adoption is permitted. The new guidance will not have an impact on the Partnership’s consolidated financial statements.

 

- 23 -
 

 

INDEPENDENCE TAX CREDIT PLUS L.P. IV

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2015 AND 2014

 

In April 2014, the Financial Accounting Standard Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-08 “Reporting Discontinued Operations and Disclosures of Disposal of Components of an Entity.” ASU 2014-08 provides narrower definition of discontinued operations than under existing accounting principles generally accepted in the United States of America (“GAAP”). The standard update requires that only disposal of components of an entity (or group of components) that represent a strategic shift that has or will have a major effect on the reporting entity’s operations are reported in the financial statements as discontinued operations. The standard also provides guidance on the financial statement presentation and disclosures of discontinued operations. The ASU is effective prospectively for disposals (or classifications of business as held-for-sale) or components of an entity that occur in an annual or interim periods beginning after December 15, 2014.

 

In May 2014, FASB and the IASB issued a new joint revenue recognition standard that supersedes nearly all US GAAP guidance on revenue recognition. The core principal of the standard is that revenue recognition should depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new standard is effective for the Partnership for the fiscal year beginning April 1, 2017 and the effects of the standard on the Partnership’s consolidated financial statements are not known at this time. The new guidance will not have an impact on the Partnership’s consolidated financial statements.

 

In August 2014, FASB issued ASU No 2014-15, Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern. This standard update provides guidance about management’s responsibility to evaluate whether there is a substantial doubt about an entity’s ability to continue as going concern and to provide related footnote disclosure. The new guidance is effective for all annual and interim periods ending after December 16, 2016. The new guidance will not have an impact on the Partnership’s consolidated financial statements.

 

NOTE 3 – Fair Value of Financial Instruments

 

The following methods and assumptions were used to estimate the fair value of each class of financial instruments (all of which are held for nontrading purposes) for which it is practicable to estimate that value:

 

Cash and Cash Equivalents and Cash Held in Escrow

 

The carrying amount approximates fair value.

 

Accounts Payable and Other Liabilities

 

The carrying amounts approximate fair value due to their short-term nature.

 

Mortgage Notes Payable, Accrued Interest and Interest Rate Swap Agreement

 

The Partnership has categorized the fair value of financial assets and liabilities based upon the fair value hierarchy specified by ASC Topic 820, Fair Value Measurements (“ASC 820”). This standard defines fair value, provides guidance for measuring fair value and requires certain disclosures. This standard does not require any new fair value measurements, but discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). This standard provides for a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels:

 

Level 1:Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.

 

Level 2:Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.

 

Level 3:Unobservable inputs that reflect the Partnership’s own assumptions.

 

The estimated fair value of mortgage notes payable has been determined using available market information or other appropriate valuation methodologies. However, considerable judgment is required in interpreting market data to develop estimates of fair value. Consequently, the estimates are not necessarily indicative of the amounts that could be realized or would be paid in a current market exchange.

 

- 24 -
 

 

INDEPENDENCE TAX CREDIT PLUS L.P. IV

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2015 AND 2014

 

   At March 31, 2015   At March 31, 2014 
   Carrying       Carrying     
   Amount   Fair Value   Amount   Fair Value 
                 
LIABILITIES:                    
Mortgage notes  $9,475,089   $8,224,499   $16,456,014   $9,463,292 

 

For the mortgage notes, fair value is estimated using Level 3 inputs and calculated using present value cash flow models based on a discount rate. It was determined that the Tender Option Bond market, through which these bonds have been securitized in the past, continued to see a dramatic slowdown with limited liquidity and significantly reduced transaction levels. To assist in valuing these notes, the Partnership held separate discussions with various third party investment banks who are leaders in the municipal bond business. The discussions produced assumptions that were based on market conditions as well as the credit quality of the underlying property partnerships, which held the mortgage notes, to determine what discount rates to utilize.

 

Interest Rate Swap Agreement

 

For the interest rate swap, in the absence of readily determinable fair values, the fair value is estimated by the Partnership with the assistance of valuations obtained from the Bank of Hawaii (the “Bank”), at which the swap transaction is held. The interest rate swap is valued based on the Bank’s estimate of the net present value of the expected cash flows from each transaction subject to the interest rate swap using relevant mid-market data inputs and based on the assumption of no unusual market conditions or forced liquidation. The preceding method described may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, although the Partnership believes its valuation method is appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.

 

On August 24, 2010, GP Kaneohe Limited Partnership (“Kaneohe”), a subsidiary partnership, entered into an interest rate swap agreement with the Bank as a prerequisite for obtaining refinancing on its original mortgage note payable in the amount of $2,297,000. The agreement provides a fixed rate of interest on the notional amount, as provided in the agreement, in exchange for the variable rate. The swap contract became effective September 1, 2010. The following are the terms under the swap:

 

Fixed swap – initial notional amount  $3,050,000 
Fixed swap – current notional amount   2,831,600 
Fixed rate   4.65%
Variable rate at December 31, 2014   3.75%
Termination date   September 1, 2015 

 

Fair value for the interest rate swap is estimated using Level 2 inputs. At March 31, 2015 and 2014, the fair value of the interest rate swap was a reduction of the mortgage note liability of approximately $20,000 and $44,000, respectively.

 

Derivative instruments not meeting the criteria for hedge accounting (or for which an entity elects not to apply hedge accounting to the derivative in the event that the criteria are met) are recorded at fair value with any change in fair value reflected in the statement of operations in the period of change.

 

Due to General Partner and Affiliates and Due to/from Local General Partners and Affiliates

 

Management believes it is not practical to estimate the fair value of due to General Partner and affiliates and due to/from Local General Partners and affiliates because market information on such obligations is not currently available.

 

NOTE 4 – Property and Equipment

 

The components of property and equipment from operations and their estimated useful lives are as follows:

 

   March 31,   Estimated
Useful Lives
 
   2015   2014   (Years) 
             
Land  $557,512   $1,564,276    - 
Building and improvements   10,678,538    15,569,023    27.5-40 
Furniture and fixtures   882,840    1,042,330    3-10 
    12,118,890    18,175,629      
                
Less:  Accumulated depreciation   (11,028,981)   (16,801,559)     
                
   $1,089,909   $1,374,070      

 

- 25 -
 

 

INDEPENDENCE TAX CREDIT PLUS L.P. IV

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2015 AND 2014

 

Depreciation expense for the years ended March 31, 2015 and 2014 amounted to $79,295 and $196,012, respectively.

 

Depreciation expenses for the discontinued property and equipment for the years ended March 31, 2015 and 2014 amounted to $2,168 and $83,928, respectively. During the year ended March 31, 2015, there was a decrease in accumulated depreciation on dispositions in the amount of $5,854,041.

 

Impairments

 

During the years ended March 31, 2015 and 2014, the Partnership performed a fair value analysis on all of its investments. Impairment of assets is a two-step process. First, management estimated amounts recoverable through future operations and sale of the Property on an undiscounted basis. If such estimates were below depreciated cost, Property investments themselves were reduced to estimated fair value (using the fair market value based on comparative sales). Each Local Partnership must continue to comply with its Tax Credit requirements until the end of the Compliance Period in order to avoid recapture of the Tax Credits. Therefore, a 5-year cash flow projection was used, as this period is indicative of the average holding period left on the remaining investments. Based on this analysis, the Partnership did not record any loss on impairment of assets or a reduction to estimated value for the year ended March 31, 2015. Impairments have been estimated using Level 3 inputs.

 

Impairments from operations recorded for the year ended March 31, 2014 are as follows:

 

Bakery Village Urban Renewal Associates, L.P  $1,736,000 
GP Kaneohe Limited Partnership   670,000 
      
   $2,406,000 

 

NOTE 5 – Cash Held in Escrow

 

Cash held in escrow from operations consists of the following:

 

   March 31, 
   2015   2014 
         
Purchase price payments*  $123,250   $123,250 
Real estate taxes, insurance and other   143,997    128,628 
Reserve for replacements   345,828    585,733 
Tenant security deposits   171,036    230,726 
           
   $784,111   $1,068,337 

 

* Represents amounts to be paid to seller upon meeting specified rental achievement criteria.

 

NOTE 6 – Deferred Costs

 

The components of deferred costs and their periods of amortization from operating assets are as follows:

 

   March 31, 
   2015   2014   Period
            
Financing costs  $463,342   $590,065   10 through 50 years
Less:  Accumulated amortization   (223,051)   (291,252)   
              
   $240,291   $298,813    

 

- 26 -
 

 

INDEPENDENCE TAX CREDIT PLUS L.P. IV

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2015 AND 2014

 

Amortization expense for the years ended March 31, 2015 and 2014 amounted to $27,089 and $33,321, respectively. Amortization expense for each of the next five years will approximate $27,000. Deferred costs of $112,476 and related accumulated amortization of $88,126 were written off during the year ended March 31, 2015.

 

Amortization expense from discontinued operations for the years ended March 31, 2015 and 2014 amounted to $402 and $475, respectively. During the year ended March 31, 2015, there was a decrease in deferred costs of $14,247 and accumulated amortization of $7,566, related to sales of properties.

 

NOTE 7 – Mortgage Notes Payable

 

The mortgage loans from operations are payable in aggregate monthly installments of approximately $54,000 including principal and interest with rates varying from 0% to 8.13% per annum and have maturity dates ranging from 2020 through 2046. The loans are collateralized by the land and buildings of the subsidiary partnerships and the assignment of certain subsidiary partnerships’ rents and leases, and are without further recourse. Certain obligations are guaranteed by affiliates of the general partner.

 

Annual principal payments on the permanent debt requirements for mortgage notes payable from operations for each of the next five calendar years and thereafter are as follows:

 

Years Ending December 31,  Amount 
     
2015  $248,358 
2016   248,806 
2017   261,742 
2018   275,628 
2019   296,482 
Thereafter   8,144,073 
      
   $9,475,089 

 

Accrued interest payable from operations amounted to approximately $130,000 and $4,627,000 as of March 31, 2015 and 2014, respectively. Interest accrues on all mortgage loans, which include primary and secondary loans. Certain secondary loans have provisions such that interest is accrued but not payable until a future date. The Partnership anticipates the payment of accrued interest on the secondary loans (which make up the majority of the accrued interest payable amount and which have been accumulating since the Partnership’s investment in the respective Local Partnership) will be made from future refinancings or sales proceeds of the respective Local Partnership or through assumption by the buyer upon sale of the Partnership’s interest in the respective Local Partnership. In addition, each Local Partnership’s mortgage notes are collateralized by the land and buildings of the respective Local Partnership, and are without further recourse to the Partnership.

 

The mortgage agreements generally require monthly deposits to replacement reserves. Monthly deposits of approximately $10,000 from operations were made to escrow accounts for real estate taxes, hazard and mortgage insurance and other expenses (Note 5).

 

NOTE 8 – Related Party Transactions

 

An affiliate of the General Partner has a .01% interest as a special limited partner in each of the Local Partnerships.

 

Pursuant to the Partnership Agreement and the Local Partnership Agreements, the General Partner, the Local General Partners and their respective affiliates receive their pro-rata share of profits, losses and tax credits.

 

- 27 -
 

 

INDEPENDENCE TAX CREDIT PLUS L.P. IV

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2015 AND 2014

 

A) Related Party Expenses

 

Expenses incurred to related parties from operations for the years ended March 31, 2015 and 2014 were as follows:

 

   Years Ended  March 31, 
   2015   2014* 
         
Partnership management fees (a)  $160,000   $182,000 
Expense reimbursement (b)   150,926    188,946 
Local administrative fees (c)   76,391    20,441 
Total general and administrative - General Partner   387,317    391,387 
           
Property management fees incurred to affiliates of the subsidiary partnerships’ general partners   331,862    286,184 
Total general and administrative-related parties  $719,179   $677,571 

 

* Reclassifed for comparative purposes.

 

Expenses incurred to related parties from discontinued operations for the years ended March 31, 2015 and 2014 were as follows:

 

   Years Ended March 31, 
   2015   2014* 
         
Local administrative fees (c)  $4,250   $11,300 
           
Total general and administrative – General Partner   4,250    11,300 
           
Property management fees incurred to affiliates of the subsidiary partnerships’ general partners   -    30,922 
           
Total general and administrative-related parties  $4,250   $42,222 

 

* Reclassified for comparative purposes.

 

(a)The General Partner is entitled to receive a partnership management fee, after payment of all Partnership expenses, which together with the annual local administrative fees will not exceed a maximum of 0.5% per annum of invested assets (as defined in the Partnership Agreement), for administering the affairs of the Partnership. Subject to the foregoing limitation, the partnership management fee will be determined by the General Partner in its sole discretion based upon its review of the Partnership’s investments. Unpaid partnership management fees for any year are accrued without interest and will be payable out of sales or refinancing proceeds only to the extent of available funds after payments on all Partnership liabilities have been made other than those owed to the General Partner and its affiliates. Partnership management fees owed to the General Partner amounting to approximately $2,296,000 and $2,719,000 were accrued and unpaid as of March 31, 2015 and 2014, respectively. Current year partnership management fees may be paid out of operating reserves or refinancing and sales proceeds. However, the General Partner cannot demand payment of the deferred fees beyond the Partnership’s ability to pay them.

 

(b)The Partnership reimburses the General Partner and its affiliates for actual Partnership operating expenses incurred by the General Partner and its affiliates on the Partnership’s behalf. The amount of reimbursement from the Partnership is limited by the provisions of the Partnership Agreement. Another affiliate of the General Partner performs asset monitoring for the Partnership. These services include site visits and evaluations of the subsidiary partnerships’ performance. Expense reimbursements and asset monitoring fees owed to the General Partner and its affiliates amounting to approximately $51,000 and $83,000 were accrued and unpaid as of March 31, 2015 and 2014, respectively. The General Partner does not intend to demand payment of the deferred payables beyond the Partnership’s ability to pay them. The Partnership anticipates that these will be paid, if at all, from working capital reserves or future sales proceeds.

 

(c)Independence SLP IV L.P., a special limited partner of the subsidiary partnerships, is entitled to receive a local administrative fee of up to $5,000 per year from each subsidiary partnership. Local administrative fees owed to Independence SLP IV L.P. amounting to $197,000 and $291,000 were accrued and unpaid as of March 31, 2015 and 2014, respectively. These fees have been deferred in certain cases and the Partnership anticipates that they will be paid, if at all, from working capital reserves or future sales proceeds.

 

As of March 31, 2015 and 2014, the Partnership owed $1,000 and $1,000, respectively, to the General Partner for expenses it paid on the Partnership’s behalf.

 

- 28 -
 

 

INDEPENDENCE TAX CREDIT PLUS L.P. IV

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2015 AND 2014

 

B) Due to/from Local General Partners and Affiliates

 

Due to Local General Partners and affiliates from operating liabilities consists of the following:

 

   March 31, 
   2015   2014 
         
Development fee payable  $481,597   $1,467,646 
Consulting fee payable   50,000    50,000 
Operating advances   308,585    333,821 
Management and other fees   -    180 
           
   $840,182   $1,851,647 

 

Due from Local General Partners and affiliates from operating liabilities consists of the following:

 

   March 31, 
   2015   2014 
           
Local general partner receivable  $5,795   $670,998 

 

NOTE 9 – Taxable Net Loss

 

A reconciliation of the consolidated financial statement net loss to the income tax loss for the Partnership and its consolidated subsidiaries follows:

 

   Years Ended March 31, 
   2015   2014 
         
Net loss attributable to Independence Tax Credit Plus L.P. IV  $10,758,234   $(1,996,991)
           
Differences between depreciation and amortization expense for financial reporting purposes and income tax purposes   (1,377,755)   (928,776)
           
Differences resulting from Partnership having a different fiscal year for tax and financial reporting purposes   12,762    (10,639)
           
Tax exempt interest income   (28)   (19)
           
Differences between gain on sale of properties for financial reporting purposes and gain on sale for income tax purposes   (6,658,410)   (1,362,973)
           
Provision for loss on impairment   -    2,406,000 
           
Other, including accruals for financial reporting purposes not deductible for tax purposes until paid   27,493    (357,905)
           
Net income (loss) per income tax return  $2,762,296   $(2,251,303)

 

No provision for income taxes related to the operations of the Partnership has been included in the accompanying consolidated financial statements because, as a partnership, it is not subject to federal or material state income taxes and the tax effect of its activities accrues to the BACs holders. Net income for financial statement purposes may differ significantly from taxable income reportable to BACs holders as a result of differences between the tax bases and financial reporting bases of assets and liabilities and the taxable income allocation requirements under its Partnership Agreement. In the event of an examination of the Partnership’s tax return, the tax liability of the partners could be changed if an adjustment in the Partnership’s income is ultimately sustained by the taxing authorities. At March 31, 2015, the tax basis net assets exceeded the financial statement net assets by approximately $13,100,000 due to depreciation differences, impairments of property and equipment, and related party accruals.

 

- 29 -
 

 

INDEPENDENCE TAX CREDIT PLUS L.P. IV

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2015 AND 2014

 

NOTE 10 – Sale of Properties

 

The Partnership is currently in the process of developing a plan to dispose of all of its investments. It is anticipated that this process will take a number of years. During the fiscal year ended March 31, 2015, the Partnership sold its limited partnership interest in two Local Partnerships. Through March 31, 2015, the Partnership has sold its limited partnership interest in six Local Partnerships, and the property and the related assets and liabilities of three Local Partnerships have been sold. There can be no assurance as to when the Partnership will dispose of its remaining investments or the amount of proceeds which may be received. However, based on the historical operating results of the Local Partnerships and the current economic conditions, it is unlikely that the proceeds from such sales received by the Partnership will be sufficient to return to the limited partners their original investments. All gains and losses on sales are included in discontinued operations.

 

On November 5, 2014, the Partnership sold its limited partnership interest in Figueroa Senior Housing Limited Partnership (“Figueroa”) to an unaffiliated third party purchaser for a sales price of $480,000. The sale resulted in a gain of approximately $4,336,000 resulting from the write-off of the deficit basis in the Local Partnership of the same amount at the date of the sale, which was recorded during the quarter ended December 31, 2014. In addition, the sale resulted in a noncash distribution to the local General Partner of approximately $474,000 as a result of the write-off of a receivable from the local General Partner. An adjustment to the gain of approximately $441,000 was recorded during the quarter ended March 31, 2015, resulting in an overall gain of approximately $4,777,000.

 

On November 5, 2014, the Partnership sold its limited partnership interest in NNPHI Senior Housing Limited Partnership (“Normandie”) to an unaffiliated third party purchaser for a sales price of $447,000. The sale resulted in a gain of approximately $6,697,000 resulting from the write-off of the deficit basis in the Local Partnership of the same amount at the date of the sale, which was recorded during the quarter ended December 31, 2014. An adjustment to the gain of approximately $57,000 was recorded during the quarter ended March 31, 2015, resulting in an overall gain of approximately $6,754,000.

 

On October 4, 2013, the property and the related assets and liabilities of Guymon Housing Partners, L.P. (“Guymon”) were sold to an affiliate of the Local General Partner for a sales price of $2,200,000. The Partnership received $188,875 as a distribution from this sale after the repayment of the mortgages, other liabilities, closing costs and distributions to other partners of approximately $2,011,000. The sale resulted in a gain of approximately $166,000 which was recorded during the quarter ended December 31, 2013. An adjustment to the gain of approximately $653,000 was recorded during the quarter ended March 31, 2014. An additional adjustment to the gain of approximately $24,000 was recorded during the quarter ended December 31, 2014 due to a final cash distribution sent to the Partnership from Guymon, resulting in an overall gain of approximately $843,000.

 

NOTE 11 – Discontinued Operations

 

The following table summarizes the results of operations of the Local Partnerships that are classified as discontinued operations. For the year ended March 31, 2015, Figueroa and Normandie, which were sold during the year ended March 31, 2015, were classified as discontinued operations in the consolidated financial statements. For the year ended March 31, 2014, Guymon, which was sold during the year ended March 31, 2014, and Figueroa and Normandie, in order to present comparable results to the year ended March 31, 2015, were classified as discontinued operations in the consolidated financial statements.

 

- 30 -
 

 

 

INDEPENDENCE TAX CREDIT PLUS L.P. IV

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2015 AND 2014

 

Consolidated Statements of Discontinued Operations:

 

   Years Ended March 31, 
   2015   2014 * 
         
Revenues          
           
Rental income  $618,052   $1,326,718 
Other   300,179    4,438 
Gain on sale of properties (Note 10)   11,555,138    819,451 
           
Total revenues   12,473,369    2,150,607 
           
Expenses          
General and administrative   322,728    920,798 
General and administrative-related parties (Note 8)   4,250    42,222 
Repairs and maintenance   124,177    186,748 
Operating and other   103,761    269,709 
Taxes   10,422    21,758 
Insurance   35,341    66,205 
Interest   295,451    417,957 
Depreciation and amortization   2,570    84,403 
           
Total expenses   898,700    2,009,800 
           
Income from discontinued operations  $11,574,669   $140,807 
           
Noncontrolling interest in loss (income) of subsidiaries from discontinued operations   (481,214)   703,577 
           
Income from discontinued operations – Independence Tax Credit  Plus LP IV  $11,093,455   $844,384 
           
Income from discontinued operations – limited partners  $10,982,520   $835,940 
           
Number of BACs outstanding   45,844    45,844 
           
Income from discontinued operations – limited partners- per weighted average BAC  $239.56   $18.24 

 

* Reclassified for comparative purposes.

 

Cash flows from discontinued operations:

 

   Years Ended March 31, 
   2015   2014 * 
         
Net cash provided by operating activities  $284,632   $1,158,034 
           
Net cash (used in) provided by investing activities  $(32,117)  $3,170,035 
           
Net cash used in financing activities  $(329,617)  $(4,351,239)
           
* Reclassified for comparative purposes.          

 

NOTE 12 – Commitments and Contingencies

 

a)Liquidity

 

At March 31, 2015, the Partnership’s liabilities exceeded assets by $10,308,898 and for the year ended March 31, 2015, the Partnership recognized net income of $11,240,313, including gain on sale of properties of $11,555,138. These factors raise substantial doubt about the Partnership’s ability to continue as a going concern. As discussed in Note 8, partnership management fees of approximately $2,296,000 will be payable out of sales or refinancing proceeds only to the extent of available funds after payments of all other Partnership liabilities have been made other than those owed to the General Partner and its affiliates. As such, the General Partner cannot demand payment of these deferred fees beyond the Partnership’s ability to pay them.

 

- 31 -
 

 

INDEPENDENCE TAX CREDIT PLUS L.P. IV

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2015 AND 2014

 

All of the mortgage payable balance of $9,475,089 and the accrued interest payable balance of $130,061 is of a nonrecourse nature and secured by the respective properties. The Partnership is currently in the process of developing a plan to dispose of all of its investments. Historically, the mortgage notes and accrued interest thereon have been assumed by the buyer in instances of sales of the Partnership’s interest or have been paid off from sales proceeds in instances of sales of the property. In most instances when the Partnership’s interest was sold and liabilities were assumed, the Partnership recognized a gain from the sale. The Partnership owns the limited partner interest in all its investments, and as such has no financial responsibility to fund operating losses incurred by the Local Partnerships. The maximum loss the Partnership would incur is its net investment in the respective Local Partnerships and the potential recapture of the Tax Credits if the investment is lost before the expiration of the Compliance Period. Dispositions of any investment in a Local Partnership are not anticipated to impact the future results of liquidity or financial condition of the Partnership.

 

The Partnership has unconsolidated cash reserves of approximately $487,000 at March 31, 2015. Such amount is considered sufficient to cover the Partnership’s day to day operating expenses, excluding fees to the General Partner, for at least the next fiscal year. The Partnership’s operating expenses, excluding the Local Partnerships’ expenses and related party expenses amounted to approximately $192,000 for the year ended March 31, 2015.

 

Management believes the above mitigating factors enable the Partnership to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

b)Subsidiary Partnerships – Going Concerns and Uncertainties

 

KSD Village Apartments, Phase II, Ltd. (“KSD II”)

 

The financial statements for the year ended December 31, 2014 for KSD II were prepared in conformity with accounting principles generally accepted in the United States of America, which contemplated continuation of KSD II as a going concern. In prior years and in 2014, KSD II experienced financial difficulty because revenues are not sufficient to meet obligations. Operations have been financed in part by withholding management fee payments and operating reimbursements payable to the management agent, withholding monthly deposits to the reserve for replacements and operating loans from affiliates of the general partner. The Partnership’s investment in KSD II has been written down to zero through prior year losses.

 

Kanisa Apartments, Ltd. (“First African”)

 

The financial statements for the year ended December 31, 2014 for First African were prepared in conformity with accounting principles generally accepted in the United States of America, which contemplated continuation of First African as a going concern. In prior years and in 2014, First African experienced financial difficulty because revenues are not sufficient to meet obligations. Operations have been financed in part by withholding mortgage payments under deferred payment agreements, operating loans from affiliates of the general partner, and withholding management fees and operating reimbursements payable to the management agent. The Partnership’s investment in First African has been written down to zero through prior year losses.

 

c)Uninsured Cash and Cash Equivalents

 

The Partnership and its subsidiary partnerships maintain their cash and cash equivalents in various banks. The accounts at each bank are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000 per entity per institution. At March 31, 2015, uninsured cash and cash equivalents amounted to approximately $270,000.

 

d)Cash Distributions

 

Cash distributions from the Local Partnerships to the Partnership are restricted by the provisions of the respective agreements of limited partnership of the Local Partnerships and/or the U.S. Department of Housing and Urban Development.

 

e)Leases

 

Certain subsidiary partnerships have land lease arrangements whereby they are obligated to pay $1 per annum through June 2054.

 

f)Property Management Fees

 

Property management fees incurred by the Local Partnerships amounted to $417,158 and $452,489 for the years ended March 31, 2015 and 2014, respectively. Of these fees $331,862 and $317,106 were incurred to the Local General Partners for the years ended March 31, 2015 and 2014, respectively, which include $0 and $30,922 of fees relating to discontinued operations for the years ended March 31, 2015 and 2014, respectively.

 

- 32 -
 

 

INDEPENDENCE TAX CREDIT PLUS L.P. IV

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2015 AND 2014

 

g)Other

 

The Partnership is subject to the risks incidental to potential losses arising from the management and ownership of improved real estate and poor economic conditions. The Partnership can also be affected by poor economic conditions generally; however, no more than 33% of the properties are located in any single state. There are also substantial risks associated with owning properties receiving government assistance; for example, the possibility that Congress may not appropriate funds to enable HUD to make rental assistance payments. HUD also restricts annual cash distributions to partners based on operating results and a percentage of the owner’s equity contribution. The Partnership cannot sell or substantially liquidate its investments in subsidiary partnerships during the period that the subsidy agreements are in existence without HUD’s approval. Furthermore, there may not be market demand for apartments at full market rents when the rental assistance contracts expire.

 

The Partnership and BACs holders began to recognize Tax Credits with respect to a Property when the Credit Period for such Property commenced. The Credit Period generally runs for ten years from the date it commenced with respect to each eligible Property. Because of the time required for the acquisition, completion and rent-up of Properties, as expected, the amount of Tax Credits per BAC gradually increased over the first three years of the Partnership. Tax Credits not recognized in the first three years were recognized in the 11th through 13th years. As of December 31, 2013, all the Local Partnerships had completed their Credit Periods. However, each Local Partnership must continue to comply with the Tax Credit requirements until the end of the Compliance Period in order to avoid recapture of the Tax Credits. The Compliance Periods will continue through December 31, 2017 with respect to the Properties depending upon when the Compliance Period commenced.

 

h)Subsequent Events

 

We evaluated all subsequent events from the consolidated balance sheet date through the issuance date of this report and determined that there were no events or transactions occurring during this subsequent event reporting period, which require recognition or disclosure in the consolidated financial statements other than the following:

 

On April 15, 2015, Hunt Companies Inc.’s (‘Hunt”) equity interest in its Affordable Housing Asset Management Platform (“Platform’) (including all assets previously relating to Centerline Holding Company) were acquired by Alden Torch Financial, LLC, a newly formed Delaware limited company (“ATF”). ATF is controlled by the Platform’s management team, which holds a majority interest in ATF, and Bear Creek Asset Management LLC, an unaffiliated private equity investment firm, holds a minority interest in ATF. Hunt had been the ultimate majority equity owner of Centerline Affordable Housing Advisors LLC (“CAHA”), the sole member of the Manager of the General Partner. Since April 15, 2015, ATF has been the ultimate parent and indirect owner of 100% of the equity interests in CAHA.

 

On June 1, 2015, the Partnership sold its limited partnership interest in KSD Village Apartments, Phase II, Ltd. (“KSD Village”) to an affiliate of the Local General Partner for a sales price of $1. The Partnership received $1 as distributions and the sale will result in a gain of approximately $300,000 which will be recognized on the Partnership’s Form 10-Q for the quarter ending June 30, 2015.

 

On June 15, 2015, the property and the related assets and liabilities of Kaneohe Limited Partnership (“Kaneohe”) were sold to an unaffiliated third party purchaser for a sales price of $10,100,000. The Partnership received $2,824,686 as distributions and the sale resulted in a gain of approximately $4,538,000, which will be recognized on the Partnership’s Form 10-Q for the quarter ending June 30, 2015.

 

- 33 -
 

 

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

 

None.

 

Item 9A. Controls and Procedures.

 

(a) Evaluation of Disclosure Controls and Procedures. The Principal Executive Officer and Principal Accounting Officer of Related Independence L.L.C, the general partner of the Partnership, have evaluated the effectiveness of the Partnership’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (“Exchange Act”), as of the end of the period covered by this report. Based on such evaluation, such officers have concluded that, as of the end of such period, the Partnership’s disclosure controls and procedures are effective.

 

(b) Management’s Report on Internal Control over Financial Reporting. Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). In evaluating the Partnership’s internal control over financial reporting, management has adopted the framework in Internal Control-Integrated Framework issued by the Committee of Sponsoring organizations of the Treadway Commission (the “COSO Framework”). Under the supervision and with the participation of our management, including the President and Principal Executive Officer and Chief Financial Officer of the General Partner, the Partnership conducted an evaluation of the effectiveness of its internal control over financial reporting as of March 31, 2015. The Partnership’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with generally accepted accounting principles. Internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) 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 of the Company are being made only in accordance with authorizations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. However, because of inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

 

Based on management’s evaluation under the COSO Framework, it has concluded that the Partnership’s internal control over financial reporting, was, as of March 31, 2015, (1) effective at the Partnership level, in that they provide reasonable assurance that information required to be disclosed by the Partnership in the reports it files or submits under the Securities Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and (2) ineffective at the subsidiary level due to certain control deficiencies. Management will attempt to cause the Local General Partner’s to remedy such deficiencies; however, the General Partner does not have control over the internal controls at the subsidiary level. Management believes they have sufficient controls at the Partnership level to mitigate these deficiencies, and such deficiencies do not have a material impact on the consolidated financial statements.

 

(c) Changes in Internal Controls over Financial Reporting. During the period ended March 31, 2015, there were no changes in the Partnership’s internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, the Partnership’s internal control over financial reporting.

 

Item 9B. Other Information.

 

Not applicable.

 

- 34 -
 

 

PART III

 

Item 10. Directors, Executive Officers and Corporate Governance.

 

The Partnership has no directors or executive officers. The Partnership’s affairs are managed and controlled by Related Independence LLC (“RILLC”), a Delaware limited liability company (“the General Partner”), which was managed by an affiliate of Centerline Holdings Company (“Centerline”). Centerline was the ultimate parent of Centerline Affordable Housing Advisors LLC (“CAHA”), the sole member of the Manager of the General Partner. On June 12, 2013, Centerline and an affiliate of Hunt Companies, Inc. (“Hunt”) entered into an agreement and plan of merger. On November 14, 2013, the shareholders of Centerline approved the acquisition of Centerline by an affiliate of Hunt. On April 15, 2015, Alden Torch Financial LLC, a newly formed limited liability company (“ATF”), became the indirect owner of 100% of the equity interests in Centerline. Since April 15, 2015, ATF has been the ultimate parent and indirect owner of 100% of the equity interest in CAHA. Prior to April 15, 2015, Hunt had been the ultimate majority equity owner of CAHA. The Partnership has not adopted a separate code of ethics because the Partnership has no directors or executive officers. However, ATF which controls the General Partner has adopted a code of ethics. To obtain a copy free of charge of ATF’s code of ethics, send a written request to: Alden Torch Financial Attn: Legal Department-Code of Ethics, 1225 17th Street, Suite 1400, Denver CO 80202.

 

Certain information concerning the executive officers of the General Partner is set forth below.

 

Name   Position
     
Mark B. Hattier   Chief Financial Officer
Alan T. Fair   President (Principal Executive Officer)

 

MARK B. HATTIER, is the Chief Financial Officer of RILLC and is also a Senior Managing Director of HCP Pacific Asset Management, LLC. Mr. Hattier has over 24 years of experience in the structured finance and affordable housing industries. Prior to joining Hunt, Mr. Hattier was a Vice President of various subsidiaries of Capmark Financial Group Inc. From 2007 - 2012, Mr. Hattier was responsible for the negotiation with counterparties in the restructuring and settlement of claims and liabilities related to Capmark’s low-income housing tax credit (“LIHTC”) transactions. Mr. Hattier structured and supervised the sale of Capmark’s LIHTC business assets and the resolution of “total return swap” and other derivatives claims. From 1999 – 2007, Mr. Hattier managed Capmark’s proprietary tax-exempt bond and related derivatives portfolios, which included a substantial sub-portfolio of affordable housing bonds. From 1989 – 1993 and 1993 – 1999, Mr. Hattier was a Vice President , in the municipal finance departments of investment banks Howard, Weil, Labouisse, Friedrichs Inc. and Stephens Inc., respectively. Mr. Hattier’s focus was structured finance and asset backed finance. Mr. Hattier received his A.B. in Economics from Harvard College. Mr. Hattier earned and maintains the designations “Chartered Financial Analyst” and “Financial Risk Manager.”

 

ALAN T. FAIR is the President (Principal Executive Officer) of RILLC and is also a President of Hunt Capital Partners, LLC and an Executive Director of HCP Pacific Asset Management LLC. Mr. Fair has over 25 years of experience in the affordable housing industry including underwriting, structuring, and placement of affordable multifamily housing debt, both tax exempt and taxable. Prior to forming Hunt Capital Partners, LLC, Mr. Fair consulted to the multifamily industry, and was a Senior Vice President with AIMCO between 2007 and 2008. From 1996 through 2007, Mr. Fair was Senior Vice President Finance and Senior Managing Director of Sun America Affordable Housing Partners Inc. He was responsible for the development of credit and debt structures for both taxable and tax-exempt financed tax credit properties and the coordinating of the underwriting and financing process. During his time at Sun America Mr. Fair was involved in the origination of over 1,000 tax credit partnerships, $5 billion of debt relating to tax credit partnerships (in excess of $5 billion in equity raised) and over 100,000 units of affordable housing. Previously from 1991-1996, Mr. Fair was Senior Vice President for First Interstate Bank responsible for all multifamily housing capital market activities. From 1983 to 1991, Mr. Fair worked for Kemper Securities Group as a Vice President in Investment Banking, and prior thereto as a staff attorney. Mr. Fair is a graduate of Michigan State University and received his J.D. degree from the University of Denver College of Law. He is a member of the State Bar in Colorado.

 

Item 11. Executive Compensation.

 

The Partnership has no officers or directors. The Partnership does not pay or accrue any fees, salaries or other forms of compensation to members or officers of the General Partner for their services. However, under the terms of the Partnership Agreement, the Partnership has entered into certain arrangements with the General Partner and its affiliates, which provide for compensation to be paid to the General Partner and its affiliates. Such arrangements include (but are not limited to) agreements to pay annual partnership management fees, nonrecurring acquisition fees, a nonaccountable acquisition expense allowance, an accountable expense reimbursement and subordinated disposition fees to the General Partner and/or its affiliates. In addition, the General Partner is entitled to a subordinated interest in cash from sales or refinancings and a 1% interest in net income, net loss, distributions of adjusted cash from operations and cash from sales or refinancings. Certain members and officers of the General Partner receive compensation from the General Partner and its affiliates for services performed for various affiliated entities which may include services performed for the Partnership. The maximum annual partnership management fee paid to the General Partner is 0.5% of invested assets. See Note 8 in Item 8 above, which is incorporated herein by reference.

 

Tabular information concerning salaries, bonuses and other types of compensation payable to executive officers has not been included in this annual report. As noted above, the Partnership has no executive officers. The levels of compensation payable to the General Partner and/or its affiliates is limited by the terms of the Partnership Agreement and may not be increased therefrom on a discretionary basis.

 

- 35 -
 

 

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

 

Title of Class  Name and Address of
Beneficial Ownership
  Amount and Nature of
Beneficial Ownership
  Percentage
of Class
 
       
General Partnership Interest in the Partnership 

Related Independence L.L.C.
1225 17th Street

Denver, Colorado 80202

  $1,000 capital contribution –
directly owned
   100%

 

Independence SLP IV L.P., a limited partnership whose general partner is the General Partner of the Partnership and which acts as the special limited partner of each Local Partnership, holds a .01% limited partnership interest in the Local Partnerships. See Note 8 in Item 8 above, which information is incorporated herein by reference thereto.

 

Except as set forth below no person is known by the Partnership to be the beneficial owner of more than five percent of the Limited Partnership Interests and/or BACs; and neither the General Partner nor any officer of the General Partner beneficially owns any Limited Partnership Interests or BACs. The following table sets forth the number of BACs beneficially owned as of June 24, 2015 by (i) each BACs holder known to the Partnership to be a beneficial owner of more than 5% of the BACs, (ii) each executive officer of the General Partner of RILLC and (iii) the directors and executive officers of the general partner of RILLC as a group. Unless otherwise noted, all BACs are owned directly with sole voting and dispositive powers.

 

   Amount and Nature of     
Name of Beneficial Owner (1)  Beneficial Ownership   Percentage of Class 
         
Lehigh Tax Credit Partners, Inc.   2,868.06(2)   6.3%
J. Michael Fried   2,868.06(2)(3)   6.3%
Alan P. Hirmes   2,868.06(2)(3)   6.3%
Stuart J. Boesky   2,868.06(2)(3)   6.3%
Stephen M. Ross   2,868.06(2)(3)   6.3%
Marc D. Schnitzer   2,868.06(2)(3)   6.3%
Mark B. Hattier   -    - 
Alan T. Fair   -    - 
           
All executive officers of the general partner of the Related General Partner as a group (two persons)   -    - 

 

(1)The address for each of the persons in the table is 1225 17th Street, Denver Colorado 80202.

 

(2)As set forth in Schedule 13D filed by Lehigh Tax Credit Partners III L.L.C. and Lehigh Tax Credit Partners, Inc. (the “Managing Member”) on January 25, 1999 with the Securities and Exchange Commission.

 

(3)Only owns an economic interest in the Managing Member.

 

Item 13. Certain Relationships and Related Transactions, and Director Independence.

 

The Partnership has and will continue to have certain relationships with the General Partner and its affiliates, as discussed in Item 11 and also Note 8 in Item 8 above, which are incorporated herein by reference thereto. However, there have been no direct financial transactions between the Partnership and the members and officers of the General Partner.

 

Item 14. Principal Accountant Fees and Services.

 

Audit Fees

 

The aggregate fees billed by Raich Ende Malter & Co LLP for professional services rendered for the audit of the Partnership’s annual consolidated financial statements for the years ended March 31, 2015 and 2014 and for the reviews of the financial information included in the Partnership’s quarterly reports on Form 10-Q for those years were $88,000 and $73,000, respectively.

 

Audit Related Fees

 

None.

 

Tax Fees

 

None.

 

- 36 -
 

 

All Other Fees

 

None.

 

The Partnership is not required to have, and does not have, a stand-alone audit committee.

 

- 37 -
 

 

PART IV

 

Item 15. Exhibits, Financial Statement Schedules.    
      Sequential
Page
       
(a) 1. Financial Statements    
       
  Reports of Independent Registered Public Accounting Firms   13-17
       
  Consolidated Balance Sheets at March 31, 2015 and 2014   18
       
  Consolidated Statements of Operations for the years ended March 31, 2015 and 2014   19
       
  Consolidated Statements of Changes in Partners’ (Deficit) Capital for the years ended March 31, 2015 and 2014   20
       
  Consolidated Statements of Cash Flows for the years ended March 31, 2015 and 2014   21
       
  Notes to Consolidated Financial Statements   22
       
(a) 2. Condensed Financial Statement Schedules    
       
  Report of Independent Registered Public Accounting Firm on Supplementary Information   42
       
  Schedule I - Condensed Financial Information of Registrant   43
       
  Schedule III - Real Estate and Accumulated Depreciation   46
       
  All other schedules have been omitted because they are not required or because the required information is contained in the consolidated financial statements or notes thereto.    
       
(a) 3. Exhibits    
       
(3A) Agreement of Limited Partnership of Independence Tax Credit Plus L.P. IV as adopted on February 22, 1995*    
       
(3B) Form of Amended and Restated Agreement of Limited Partnership of Independence Tax Credit Plus L.P. IV, attached to the Prospectus as Exhibit A**    
       
(3C) Certificate of Limited Partnership of Independence Tax Credit Plus L.P. IV as filed on February 22, 1995*    
       
(10A) Form of Subscription Agreement attached to the Prospectus as Exhibit B**    
       
(10B) Escrow Agreement between Independence Tax Credit Plus L.P. IV and Bankers Trust Company*    
       
(10C) Form of Purchase and Sales Agreement pertaining to the Partnership’s acquisition of Local Partnership Interests*    
       
(10D) Form of Amended and Restated Agreement of Limited Partnership of Local Partnerships*    
       
(21) Subsidiaries of the Registrant   39
       
(31.1)+ Certification Pursuant to Rule 13a-14(a) or Rule 15d-14(a)    
       
(31.2)+ Certification Pursuant to Rule 13a-14(a) or Rule 15d-14(a)    
       
(32.1)+ Certification Pursuant to Section 1350 of Title 18 of the United States Code (18 U.S.C. 1350)    
       
(32.2)+ Certification Pursuant to Section 1350 of Title 18 of the United States Code (18 U.S.C. 1350)    

 

(101.INS) + XBRL Instance Document    
       
(101.SCH) + XBRL Taxonomy Schema Linkbase Document    
       
(101.CAL) + XBRL Taxonomy Calculation Linkbase Document    
       
(101.DEF) + XBRL Taxonomy Definition Linkbase Document    
       
(101.LAB) + XBRL Taxonomy Labels Linkbase Document    
       
(101.PRE) + XBRL Taxonomy Presentation Linkbase Document    
       
  + Filed herewith.    
       
  *  Incorporated herein as an exhibit by reference to exhibits filed with Post-Effective Amendment No. 4 to the Registration Statement on Form S-11 {Registration No. 33-89968}    
       
  **  Incorporated herein as an exhibit by reference to exhibits filed with Post-Effective Amendment No. 8 to the Registration Statement on Form S-11 {Registration No. 33-89968}    

 

- 38 -
 

 

PART IV

 

Item 15. Exhibits, Financial Statement Schedules (continued).    
(c) Subsidiaries of the Registrant (Exhibit 21)  

Jurisdiction of

Organization

       
  Fawcett Street Limited Partnership   WA
  Bakery Village Urban Renewal Associates, L.P.   NJ
  GP Kaneohe Limited Partnership   HI
  KSD Village Apartments, Phase II, Ltd.   KY
  Kanisa Apartments, Ltd.   KY
       
(d) Not applicable    

 

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SIGNATURES

 

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

INDEPENDENCE TAX CREDIT PLUS L.P. IV

(Registrant)

 

  By: RELATED INDEPENDENCE L.L.C.,
    General Partner
     
  By: CENTERLINE MANAGER LLC,
    Manager
     
  By: CENTERLINE AFFORDABLE HOUSING ADVISORS LLC,
    Sole Member
     
  By: CENTERLINE CAPITAL GROUP LLC,
    Sole Member

 

Date: June 29, 2015   By: /s/ Mark B. Hattier
        Mark B. Hattier
        Chief Financial Officer
         
Date: June 29, 2015   By: /s/ Alan T. Fair
        Alan T. Fair
        President (Principal Executive Officer)

 

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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:

 

Signature   Title   Date
         
/s/ Mark B. Hattier   Chief Financial Officer of Centerline Capital Group LLC   June 29, 2015
Mark B. Hattier        
         
/s/ Alan T. Fair   President (Principal Executive Officer) of Centerline Capital Group LLC   June 29, 2015
Alan T. Fair        

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC

ACCOUNTING FIRM ON SUPPLEMENTARY INFORMATION

 

To the Partners

Independence Tax Credit Plus L.P. IV and Subsidiaries

 

In connection with our audits of the consolidated financial statements of Independence Tax Credit Plus L.P. IV and Subsidiaries (A Delaware Limited Partnership) included in this Form 10-K as presented in our opinion dated June 29, 2015 on page 13, and based on the reports of other auditors, we have also audited supporting Schedule I for the 2014 and 2013 Fiscal Years and Schedule III at March 31, 2015. In our opinion, and based on the reports of the other auditors, these schedules present fairly, when read in conjunction with the related consolidated financial statements, the financial data required to be set forth therein.

 

As discussed in Note 12(b), the consolidated financial statements include the financial statements of two subsidiary partnerships with significant uncertainties. The financial statements of these subsidiary partnerships were prepared assuming that they will continue as going concerns. These two subsidiary partnerships’ net losses aggregated $22,856 and $23,122 (2014 and 2013 Fiscal Years) and their assets aggregated $266,392 and $270,799 at March 31, 2015 and 2014, respectively. Management’s plans in regard to these matters are also described in Item 8, Note 12(b). The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties.

 

/s/ RAICH ENDE & MALTER CO. LLP

RAICH ENDE & MALTER CO. LLP

 

New York, New York

June 29, 2015

 

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INDEPENDENCE TAX CREDIT PLUS L.P. IV

SCHEDULE I

CONDENSED SCHEDULE OF FINANCIAL INFORMATION OF REGISTRANT

(Not Including Consolidated Subsidiary Partnerships)

 

CONDENSED BALANCE SHEETS

 

   March 31, 
   2015   2014 
ASSETS          
Cash and cash equivalents  $512,164   $492,878 
Cash held in escrow   123,250    123,250 
Other assets   16,886    10,942 
           
Total assets  $652,300   $627,070 
           
LIABILITIES AND PARTNERS' DEFICIT          
           
Due to general partner and affiliates  $2,347,692   $2,803,327 
Other liabilities   66,420    55,000 
           
Total liabilities   2,414,112    2,858,327 
           
Partners’ deficit   (1,761,812)   (2,231,257)
           
Total liabilities and partners’ deficit  $652,300   $627,070 

 

See Independent Registered Public Accounting Firm’s Report on Supplementary Information.

 

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INDEPENDENCE TAX CREDIT PLUS L.P. IV

SCHEDULE I

CONDENSED SCHEDULE OF FINANCIAL INFORMATION OF REGISTRANT

(Not Including Consolidated Subsidiary Partnerships)

 

CONDENSED STATEMENTS OF OPERATIONS

 

   Years Ended March 31, 
   2015   2014 
         
Revenues          
           
Other income  $50   $20,200 
           
Expenses          
           
Administrative and management   192,457    183,381 
Administrative and management-related parties   310,925    370,946 
           
Total expenses   503,382    554,327 
           
Loss from operations   (503,332)   (534,127)
           
Gain on sale of investments in subsidiary partnerships   11,085,881    284,623 
           
Equity in loss of subsidiary partnerships *   (11,051,994)   (74,555)
           
Net loss  $(469,445)  $(324,059)

 

See Independent Registered Public Accounting Firm’s Report on Supplementary Information.

 

* Includes suspended prior year losses of investments in accordance with equity method of accounting, amounting to ($10,600,583) and ($7,825) for the years ended March 31, 2015 and 2014, respectively.

 

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INDEPENDENCE TAX CREDIT PLUS L.P. IV

SCHEDULE I

CONDENSED SCHEDULE OF FINANCIAL INFORMATION OF REGISTRANT

(Not Including Consolidated Subsidiary Partnerships)

 

CONDENSED STATEMENTS OF CASH FLOWS

 

   Years Ended March 31, 
   2015   2014 
         
Cash flows from operating activities:          
           
Net loss  $(469,445)  $(324,059)
           
Adjustments to reconcile net loss to net cash used in operating activities:          
Equity in loss on subsidiary partnerships   11,051,994    74,555 
Gain on sale of investments in subsidiary partnerships   (11,085,881)   (284,623)
Increase in other assets   (5,981)   - 
(Decrease) increase in due to general partner and affiliates   (455,635)   222,466 
Increase in other liabilities   11,420    6,004 
           
Net cash used in operating activities   (953,528)   (305,657)
           
Cash flows from investing activities:          
           
Proceeds from sales of investments in subsidiary partnerships   951,747    - 
           
Net cash provided by investing activities   951,747    - 
           
Cash flows from financing activities:          
           
Distributions from subsidiary partnerships   21,067    210,068 
           
Net cash provided by financing activities   21,067    210,068 
           
Net increase (decrease) in cash and cash equivalents   19,286    (95,589)
           
Cash and cash equivalents, beginning of year   492,878    588,467 
           
Cash and cash equivalents, end of year  $512,164   $492,878 

 

See Independent Registered Public Accounting Firm’s Report on Supplementary Information.

 

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INDEPENDENCE TAX CREDIT PLUS L.P. IV

AND SUBSIDIARIES

SCHEDULE III

CONSOLIDATED SCHEDULE OF REAL ESTATE AND ACCUMULATED DEPRECIATION

Partnership Property Pledged as Collateral

MARCH 31, 2015

 

       Initial Cost to Partnership       Gross Amount at which Carried at Close of Period              
               Cost                         Life on which
               Capitalized                         Depreciation in
               Subsequent to                   Year of     Latest Income
           Buildings and   Acquisition:       Buildings and       Accumulated   Construction/  Date  Statements is
Description  Encumbrances   Land   Improvements   Improvements   Land   Improvements   Total   Depreciation*   Renovation  Acquired  Computed
                                          
Apartment Complexes                                                 
                                                  
Fawcett Street Limited Partnership                                                 
Tacoma, WA   1,618,542    390,654    4,247,465    (2,283,088)   396,383    1,958,648    2,355,031   $2,280,365   1996-97  June 1996  27.5 years
Figueroa Senior Housing Limited Partnership                                                 
Los Angeles, CA   -    279,000    4,978,250    (2,401,979)   291,377    2,563,894    2,855,271    2,847,867   1996-97  Nov. 1996  27.5 years
NNPHI Senior Housing Limited Partnership                                                 
Los Angeles, CA   -    709,657    6,135,419    (3,703,726)   715,387    2,425,963    3,141,350    3,004,005   1996-97  Dec. 1996  27.5 years
Bakery Village Urban Renewal Associates, L.P.                                                 
Montclair, NJ   3,428,254    50,000    14,912,416    (8,991,998)   52,699    5,917,719    5,970,418    5,658,034   1997-98  Dec. 1997  27.5 years
GP Kaneohe Limited Partnership                                                 
Kaneohe, HI   2,831,600    -    3,306,828    (1,115,071)   613    2,191,144    2,191,757    1,407,694   1999-00  Jul-99  7-40 years
KSD Village Apartments, Phase II Ltd.                                                 
Danville, KY   285,023    -    887,539    (616,204)   612    270,722    271,334    348,710   1999-00  Jul-99  10-40 years
Kanisa Apartments Ltd.                                                 
Fayette County, KY   1,311,670    106,592    4,846,543    (3,622,787)   107,205    1,223,145    1,330,350    1,334,184   1998-99  Oct. 1999  5-40 years
Less: discontinued operations and dispositions (a)   -    (988,657)   (11,113,669)   6,105,705    (1,006,764)   (4,989,857)   (5,996,621)   (5,851,872)         
                                                  
   $9,475,089   $547,246   $28,200,791   $(16,629,148)  $557,512   $11,561,378   $12,118,890   $11,028,987          

 

(a)The property and the related assets and liabilities were sold during the fiscal year ended March 31, 2015.

*   Depreciation is computed using primarily the straight-line method over the estimated useful lives determined by the Partnership at the date of acquisition.

 

See Independent Registered Public Accounting Firm’s Report on Supplementary Information.

 

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INDEPENDENCE TAX CREDIT PLUS L.P. IV

AND SUBSIDIARIES

SCHEDULE III

CONSOLIDATED SCHEDULE OF REAL ESTATE AND ACCUMULATED DEPRECIATION

Partnership Property Pledged as Collateral

MARCH 31, 2015

(continued)

 

   Cost of Property and Equipment   Accumulated Depreciation 
   Years Ended March 31, 
   2015   2014   2015   2014 
                 
Balance at beginning of year  $18,175,629   $24,325,174   $16,801,559   $19,056,586 
(Adjustment to) additions during year:                    
Land, building and improvements   48,619    93,333    -    - 
Discontinued operations, dispositions and impairments   (6,105,358)   (6,242,878)   (5,854,041)   (2,534,967)
Depreciation expense   -    -    81,463    279,940 
Balance at close of year  $12,118,890   $18,175,629   $11,028,981   $16,801,559 

 

At the time the Local Partnerships were acquired by Independence Tax Credit Plus L.P. IV, the entire purchase price paid by Independence Tax Credit Plus L.P. IV was pushed down to the Local Partnerships as property and equipment with an offsetting credit to capital.

 

See Independent Registered Public Accounting Firm’s Report on Supplementary Information.

 

-47-