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10-K - 10-K - AMERICAN AFFORDABLE HOUSING II LIMITED PARTNERSHIPa10-12336_110k.htm
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EX-32.B - EX-32.B - AMERICAN AFFORDABLE HOUSING II LIMITED PARTNERSHIPa10-12336_1ex32db.htm
EX-32.A - EX-32.A - AMERICAN AFFORDABLE HOUSING II LIMITED PARTNERSHIPa10-12336_1ex32da.htm
EX-31.B - EX-31.B - AMERICAN AFFORDABLE HOUSING II LIMITED PARTNERSHIPa10-12336_1ex31db.htm

Exhibit 13

 

FINANCIAL STATEMENTS AND

INDEPENDENT AUDITORS’ REPORT

 

AMERICAN AFFORDABLE HOUSING II

LIMITED PARTNERSHIP -

 

MARCH 31, 2010 AND 2009

 



 

American Affordable Housing II Limited Partnership

 

TABLE OF CONTENTS

 

 

PAGE

 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

F-3

 

 

FINANCIAL STATEMENTS

 

 

 

BALANCE SHEETS

F-5

 

 

STATEMENTS OF OPERATIONS

F-6

 

 

STATEMENTS OF CHANGES IN PARTNERS’ DEFICIT

F-7

 

 

STATEMENTS OF CASH FLOWS

F-8

 

 

NOTES TO FINANCIAL STATEMENTS

F-9

 

Schedules not listed are omitted because of the absence of the conditions under which they are required or because the information is included in the financial statements or the notes thereto.

 



 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Partners

American Affordable Housing II

Limited Partnership

 

We have audited the accompanying balance sheets of American Affordable Housing II Limited Partnership as of March 31, 2010 and 2009, and the related statements of operations, changes in partners’ deficit and cash flows for each of the years in the two-year period ended March 31, 2010.  These financial statements are the responsibility of the partnership’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

 

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.  The partnership has determined that it is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.  Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the partnership’s internal control over financial reporting.  Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.

 

F-3



 

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of American Affordable Housing II Limited Partnership as of March 31, 2010 and 2009, and the results of its operations and its cash flows for each of the years in the two-year period ended March 31, 2010, in conformity with accounting principles generally accepted in the United States of America.

 

/s/ Reznick Group, P.C.

REZNICK GROUP, P.C.

 

Bethesda, Maryland

June 29, 2010

 

F-4



 

American Affordable Housing II Limited Partnership

 

BALANCE SHEETS

 

March 31,

 

 

 

2010

 

2009

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

OTHER ASSETS

 

 

 

 

 

Cash and cash equivalents

 

$

189,859

 

$

19,850

 

 

 

 

 

 

 

 

 

$

189,859

 

$

19,850

 

 

 

 

 

 

 

LIABILITIES AND PARTNERS’ DEFICIT

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

Accounts payable

 

$

22,500

 

$

 

Due to affiliates

 

6,442,351

 

6,822,441

 

 

 

 

 

 

 

 

 

6,464,851

 

6,822,441

 

 

 

 

 

 

 

PARTNERS’ DEFICIT

 

 

 

 

 

Limited partners

 

 

 

 

 

Units of limited partnership interest, consisting of 50,000 authorized units, $1,000 stated value per unit; issued and outstanding - 26,501 units

 

(5,990,220

)

(6,512,543

)

General partner

 

(284,772

)

(290,048

)

 

 

 

 

 

 

 

 

(6,274,992

)

(6,802,591

)

 

 

 

 

 

 

 

 

$

189,859

 

$

19,850

 

 

See notes to financial statements

 

F-5



 

American Affordable Housing II Limited Partnership

 

STATEMENTS OF OPERATIONS

 

Years ended March 31,

 

 

 

2010

 

2009

 

Income

 

 

 

 

 

Interest income

 

$

482

 

$

435

 

Miscellaneous income

 

1,734

 

1,734

 

 

 

 

 

 

 

 

 

2,216

 

2,169

 

 

 

 

 

 

 

Share of income from operating limited partnerships

 

519,046

 

21,167

 

 

 

 

 

 

 

Expenses

 

 

 

 

 

Professional fees

 

28,567

 

32,065

 

General and administrative expense

 

16,813

 

29,232

 

Asset management fee

 

(51,717

)

85,418

 

 

 

 

 

 

 

 

 

6,337

 

(146,715

)

 

 

 

 

 

 

NET INCOME (LOSS)

 

$

527,599

 

$

(123,379

)

 

 

 

 

 

 

Net income (loss) allocated to general partner

 

$

5,276

 

$

(1,234

)

 

 

 

 

 

 

Net income (loss) allocated to limited partners

 

$

522,323

 

$

(122,145

)

 

 

 

 

 

 

Net income (loss) per unit of limited partnership interest

 

$

19.71

 

$

(4.61

)

 

See notes to financial statements

 

F-6



 

American Affordable Housing II Limited Partnership

 

STATEMENTS OF CHANGES IN PARTNERS’ DEFICIT

 

Years ended March 31, 2010 and 2009

 

 

 

Limited
partners

 

General
partner

 

Total

 

 

 

 

 

 

 

 

 

Partners’ deficit, March 31, 2008

 

$

(6,390,398

)

$

(288,814

)

$

(6,679,212

)

 

 

 

 

 

 

 

 

Net (loss)

 

(122,145

)

(1,234

)

(123,379

)

 

 

 

 

 

 

 

 

Partners’ deficit, March 31, 2009

 

(6,512,543

)

(290,048

)

(6,802,591

)

 

 

 

 

 

 

 

 

Net income

 

522,323

 

5,276

 

527,599

 

 

 

 

 

 

 

 

 

Partners’ deficit, March 31, 2010

 

$

(5,990,220

)

$

(284,772

)

$

(6,274,992

)

 

See notes to financial statements

 

F-7



 

American Affordable Housing II Limited Partnership

 

STATEMENTS OF CASH FLOWS

 

Years ended March 31,

 

 

 

2010

 

2009

 

 

 

 

 

 

 

Cash flows from operating activities

 

 

 

 

 

Net income (loss)

 

$

527,599

 

$

(123,379

)

Adjustments to reconcile net loss to net cash provided by (used in) operating activities

 

 

 

 

 

Share of income from operating limited partnerships

 

(519,046

)

(21,167

)

Increase/(decrease) in accounts payable

 

22,500

 

(381

)

Increase/(decrease) in due to affiliates

 

(380,090

)

92,256

 

 

 

 

 

 

 

Net cash provided by (used in) operating activities

 

(349,037

)

(52,671

)

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

Proceeds from disposition of operating limited partnerships

 

519,046

 

21,167

 

 

 

 

 

 

 

Net cash provided by investing activities

 

519,046

 

21,167

 

 

 

 

 

 

 

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

 

170,009

 

(31,504

)

 

 

 

 

 

 

Cash and cash equivalents, beginning

 

19,850

 

51,354

 

 

 

 

 

 

 

Cash and cash equivalents, end

 

$

189,859

 

$

19,850

 

 

See notes to financial statements

 

F-8



 

American Affordable Housing II Limited Partnership

 

NOTES TO FINANCIAL STATEMENTS

 

March 31, 2010 and 2009

 

NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

American Affordable Housing II Limited Partnership (the “Partnership”) was formed under the laws of the Commonwealth of Massachusetts on May 13, 1987, for the purpose of acquiring, holding, and disposing of limited partnership interests in operating limited partnerships which were established to acquire, develop, rehabilitate, operate and own newly constructed, existing or rehabilitated apartment complexes which qualify for the Low-Income Housing Tax Credit established by the Tax Reform Act of 1986.  Accordingly, the apartment complexes are restricted as to rent charges and operating methods.  Certain of the apartment complexes may also qualify for the Historic Rehabilitation Tax Credit for their rehabilitation of certified historic structures and are subject to the provisions of the Internal Revenue Code relating to the rehabilitation investment credit.  The general partner of the Partnership is Boston Capital Associates Limited Partnership.

 

In accordance with the limited partnership agreement, profits, losses and cash flow (subject to certain priority allocations and distributions) and tax credits are allocated 99% to the limited partners and 1% to the general partner.

 

Pursuant to the Securities Act of 1933, the Partnership filed a Form S-11 Registration Statement with the Securities and Exchange Commission, effective September 21, 1987, which covered the offering (the “Public Offering”) of the Partnership’s units of limited partnership interest, as well as the units of limited partnership interest offered by American Affordable Housing I, III, IV and V Limited Partnerships.  The Partnership registered 50,000 units of limited partnership interest at $1,000 each unit for sale to the public.  During 1988, the Partnership sold 26,501 units of limited partnership interest, representing $26,501,000 of capital contributions.

 

F-9



 

American Affordable Housing II Limited Partnership

 

NOTES TO FINANCIAL STATEMENTS - CONTINUED

 

March 31, 2010 and 2009

 

NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Income Taxes

 

The Partnership has elected to be treated as a pass-through entity for income tax purposes and, as such, is not subject to income taxes.  Rather, all items of taxable income, deductions and tax credits are passed through to and are reported by its owners on their respective income tax returns.  The Partnership’s federal tax status as a pass-through entity is based on its legal status as a partnership.  Accordingly, the Partnership is not required to take any tax positions in order to qualify as a pass-through entity.  The Partnership is required to file and does file tax returns with the Internal Revenue Service and other taxing authorities.  Accordingly, these financial statements do not reflect a provision for income taxes and the Partnership has no other tax positions which must be considered for disclosure.

 

F-10



 

American Affordable Housing II Limited Partnership

 

NOTES TO FINANCIAL STATEMENTS - CONTINUED

 

March 31, 2010 and 2009

 

NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Investments in Operating Limited Partnerships

 

The Partnership accounts for its investments in operating limited partnerships using the equity method of accounting.  Under the equity method of accounting, the Partnership adjusts its investment cost for its share of each operating limited partnership’s results of operations and for any distributions received or accrued.  However, the Partnership recognizes an individual operating limited partnership’s losses only to the extent that the Partnership’s share of losses of the operating limited partnership does not exceed the carrying amount of its investment.  Unrecognized losses will be suspended and offset against future individual operating limited partnership income.

 

The Partnership reviews its investment in operating limited partnerships for impairment whenever events or changes in circumstances indicate that the carrying amount of such investments may not be recoverable.  Recoverability is measured by a comparison of the carrying amount of the investment to the future net undiscounted cash flows expected to be generated by the operating limited partnerships including the low-income housing tax credits and the residual value upon sale or disposition of the equity interest in the operating limited partnerships.  If the investment is considered to be impaired, the impairment to be recognized is measured at the amount by which the carrying amount of the investment exceeds the fair value of such investment.  During the years ended March 31, 2010 and 2009, the Partnership did not record an impairment loss.

 

Capital contributions to operating limited partnerships are adjusted by tax credit adjusters.  Tax credit adjusters are defined as adjustments to operating limited partnership capital contributions due to reductions in actual tax credits from those originally projected.  The Partnership records tax credit adjusters as a reduction in investments in operating limited partnerships and capital contributions payable.

 

The operating limited partnerships maintain their financial statements based on a calendar year and the Partnership utilizes a March 31 year-end.  The Partnership records losses and income from the operating limited partnerships on a calendar year basis which is not materially different from losses and income generated if the operating limited partnerships utilized a March 31 year-end.

 

The Partnership records capital contributions payable to the operating limited partnerships once there is a binding obligation to fund a specified amount.  The operating limited partnerships record capital contributions from the Partnership when received.

 

The Partnership records acquisition costs as an increase in its investments in operating limited partnerships.  Certain operating limited partnerships have not recorded the acquisition costs as a capital contribution from the Partnership.  These differences are shown as reconciling items in note C.

 

F-11



 

American Affordable Housing II Limited Partnership

 

NOTES TO FINANCIAL STATEMENTS - CONTINUED

 

March 31, 2010 and 2009

 

NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Investments in Operating Limited Partnerships (Continued)

 

In accordance with the accounting guidance for the consolidation of variable interest entities, the Partnership determines when it should include the assets, liabilities, and activities of a variable interest entity (VIE) in its financial statements, and when it should disclose information about its relationship with a VIE. A VIE is a legal structure used to conduct activities or hold assets, which must be consolidated by a company if it is the primary beneficiary because it absorbs the majority of the entity’s expected losses, the majority of the expected returns, or both. Based on this guidance, the operating limited partnerships in which the Partnership invests meet the definition of a VIE.  However, management does not consolidate the Partnership’s interests in these VIEs under this guidance, as it is not considered to be the primary beneficiary.  The Partnership currently records the amount of its investment in these partnerships as an asset on its balance sheets, recognizes its share of partnership income or losses in the statements of operations, and discloses how it accounts for material types of these investments in its financial statements.

 

The Partnership’s balance in investment in operating limited partnerships, plus the risk of recapture of tax credits previously recognized on these investments, represents its maximum exposure to loss.  The Partnership’s exposure to loss on these partnerships is mitigated by the condition and financial performance of the underlying properties as well as the strength of the local general partners and their guarantee against credit recapture.

 

Fiscal Year

 

For financial reporting purposes the Partnership uses a March 31 year end, whereas for income tax reporting purposes, the Partnership uses a calendar year.  The operating limited partnerships use a calendar year for both financial and income tax reporting.

 

Cash Equivalents

 

Cash equivalents include money market accounts having original maturities at their acquisition dates of three months or less.

 

Net Loss per Unit of Limited Partnership Interest

 

Net loss per unit of limited partnership interest is calculated based upon the number of units outstanding.  For each of the two years in the period ended March 31, 2010, 26,501 units were outstanding.

 

Use of Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period.  Actual results could differ from those estimates.

 

F-12



 

American Affordable Housing II Limited Partnership

 

NOTES TO FINANCIAL STATEMENTS - CONTINUED

 

March 31, 2010 and 2009

 

NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

Plan of Liquidation and Dissolution

 

On April 1, 2008, Unit Holders approved a Plan of Liquidation and Dissolution for the Partnership, (the “Plan”).  Pursuant to the Plan, the general partner may, without further action by the Unit Holders, sell the remaining assets held by the Partnership.  It is anticipated that sale of all the apartment complexes will be completed sometime in 2011.   However, because of numerous uncertainties, the liquidation may take longer or shorter than expected, and the final liquidating distribution may occur months after all of the apartment complexes have been sold. Because the liquidation of the Partnership was not imminent, as of March 31, 2010, the financial statements are presented assuming the Partnership will continue as a going concern.

 

Recent Accounting Changes

 

In May 2009, the FASB issued guidance regarding subsequent events, which was subsequently updated in February 2010. This guidance established general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued or are available to be issued. In particular, this guidance sets forth the period after the balance sheet date during which management of a reporting entity should evaluate events or transactions that may occur for potential recognition or disclosure in the financial statements, the circumstances under which an entity should recognize events or transactions occurring after the balance sheet date in its financial statements, and the disclosures that an entity should make about events or transactions that occurred after the balance sheet date. This guidance was effective for financial statements issued for fiscal years and interim periods ending after June 15, 2009, and was therefore adopted by the Company for the quarter ended June 30, 2009. The adoption did not have a significant impact on the subsequent events that the Partnership reports, either through recognition or disclosure, in the financial statements. In February 2010, the FASB amended its guidance on subsequent events to remove the requirement to disclose the date through which an entity has evaluated subsequent events, alleviating conflicts with current SEC guidance. This amendment was effective immediately and therefore the Partnership did not include the disclosure in this Form 10-K.

 

In June 2009, the Financial Accounting Standards Board (FASB) issued an amendment to the accounting and disclosure requirements for the consolidation of VIEs.  The amended guidance modifies the consolidation model to one based on control and economics, and replaces the current quantitative primary beneficiary analysis with a qualitative analysis. The primary beneficiary of a VIE will be the entity that has (1) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and (2) the obligation to absorb losses or receive benefits that could potentially be significant to the VIE.  If multiple unrelated parties share such power, as defined, no party will be required to consolidate the VIE. Further, the amended guidance requires continual reconsideration of the primary beneficiary of a VIE and adds an additional reconsideration event for determination of whether an entity is a VIE.  Additionally, the amendment requires enhanced and expanded disclosures around VIEs.  This amendment is effective for fiscal years beginning after November 15, 2009.  The adoption of this guidance on April 1, 2010 is not expected to have a material effect on the Partnership’s financial statements.

 

In June 2009, the FASB issued the Accounting Standards Codification (Codification).  Effective July 1, 2009, the Codification is the single source of authoritative accounting principles recognized by the FASB to be applied by non-governmental entities in the preparation of financial statements in conformity with U.S. generally accepted accounting principles (GAAP).  The Codification is intended to reorganize, rather than change, existing GAAP.  Accordingly, all references to currently existing GAAP have been removed and have been replaced with plain English explanations of the Partnership’s accounting policies.  The adoption of the Codification did not have a material impact on the Partnership’s financial position or results of operations.

 

F-13



 

American Affordable Housing II Limited Partnership

 

NOTES TO FINANCIAL STATEMENTS - CONTINUED

 

March 31, 2010 and 2009

 

NOTE B - RELATED PARTY TRANSACTIONS

 

During the years ended March 31, 2010 and 2009, the Partnership entered into several transactions with various affiliates of the general partner, including Boston Capital Partners, Inc., Boston Capital Holdings Limited Partnership and Boston Capital Asset Management Limited Partnership, as follows:

 

Advances to operating limited partnerships by these affiliates to pay third-party expenses and accruals of related party general and administrative expenses in the amounts of $6,634, and $1,658, incurred by Boston Capital Asset Management Limited Partnership, Boston Capital Holdings Limited Partnership, and Boston Capital Partners, Inc., were charged to operations during the years ended March 31, 2010 and 2009, respectively.  At March 31, 2010 and 2009, the unpaid advances and general and administrative expenses totaled $320,544 and $313,910, respectively.

 

An annual asset management fee based on 0.5% of the aggregate cost of all apartment complexes acquired by the operating limited partnerships has been accrued as payable to Boston Capital Asset Management Limited Partnership.  The aggregate cost is comprised of the capital contributions made by the Partnership to the operating limited partnership and 99% of the permanent financing at the operating limited partnership level.  At March 31, 2010 and 2009, the unpaid asset management fees totaled $6,121,807 and $6,508,531, respectively.  The fee is payable without interest until sufficient funds become available from sales or refinancing proceeds from operating limited partnerships.  The asset management fees accrued during the years ended March 31, 2010 and 2009 were $63,276 and $90,598, respectively. The asset management fees paid during the years ended March 31, 2010 and 2009 were $450,000 and $0, respectively.  These amounts are presented in the statements of operations net of reporting fees paid by the operating limited partnerships during the years ended March 31, 2010 and 2009, of $114,993, and $5,180, respectively.

 

F-14



 

American Affordable Housing II Limited Partnership

 

NOTES TO FINANCIAL STATEMENTS - CONTINUED

 

March 31, 2010 and 2009

 

NOTE C - INVESTMENTS IN OPERATING PARTNERSHIPS

 

At March 31, 2010 and 2009, the Partnership has limited partnership equity interests in 10 and 13 operating limited partnerships, respectively, which own apartment complexes.  During the fiscal years ended March 31, 2010 and 2009, 3 and 2, respectively, of the operating limited partnerships were disposed.

 

The operating limited partnership interests disposed of during the fiscal year ended March 31, 2010 were the result of one transfer and two sales of the partnership’s limited partner interest in three of the operating limited partnerships.  The dispositions resulted in cash proceeds to the Partnership of $484,529, all of which had been received at March 31, 2010, and a gain on the disposal of the assets of $484,529 for the year ended March 31, 2010.  In addition, for the fiscal year ended March 31, 2010, the Partnership transferred 99% of its interest in three other operating limited partnerships.  The transfers resulted in cash proceeds to the Partnership of $34,517 and a gain on the disposal of the asset of $34,517.  The operating limited partnership interests disposed of during the fiscal year ended March 31, 2009 were the result of a transfer of the Partnership’s limited partner interest in two of the operating limited partnerships.  The disposition resulted in cash proceeds to the Partnership of $21,167, all of which had been received at March 31, 2009, and a gain on the disposal of the assets of $21,167 for the year ended March 31, 2009.

 

Under the terms of the Partnership’s investment in each operating limited partnership, the Partnership was required to make capital contributions to the operating limited partnerships.  These contributions were payable in installments over several years based upon each operating limited partnership achieving specified levels of construction and/or operations.  All contributions have been made to the operating limited partnerships as of March 31, 2010 and 2009.  The Partnership has no further obligation to make any additional contributions.

 

F-15



 

American Affordable Housing II Limited Partnership

 

NOTES TO FINANCIAL STATEMENTS - CONTINUED

 

March 31, 2010 and 2009

 

NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)

 

The Partnership’s investments in operating limited partnerships at March 31, 2010 and 2009 are summarized as follows:

 

 

 

2010

 

2009

 

 

 

 

 

 

 

Capital contributions paid to operating limited partnerships, net of tax credit adjusters

 

$

1,801,357

 

$

3,139,706

 

Acquisition costs of operating limited partnerships

 

199,602

 

430,375

 

Cumulative losses from operating limited partnerships

 

(1,994,345

)

(3,561,022

)

Cumulative distributions from operating limited partnerships

 

(6,614

)

(9,059

)

 

 

 

 

 

 

Investment per balance sheet

 

 

 

 

 

 

 

 

 

Acquisition costs not included in net assets of operating limited partnerships (see note A)

 

4,775

 

5,688

 

Tax credit adjusters not accounted for in net assets of operating limited partnerships (see note A)

 

22,529

 

22,529

 

Loss of operating limited partnerships not recognized under the equity method of accounting (see note A)

 

(5,192,451

)

(6,302,309

)

Other adjustments

 

223,967

 

264,164

 

 

 

 

 

 

 

Capital (deficit) per operating limited partnerships’ combined financial statements

 

$

(4,941,180

)

$

(6,009,928

)

 

F-16



 

American Affordable Housing II Limited Partnership

 

NOTES TO FINANCIAL STATEMENTS - CONTINUED

 

March 31, 2010 and 2009

 

NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)

 

The combined summarized balance sheets of the operating limited partnerships at December 31, 2009 and 2008 are as follows:

 

COMBINED SUMMARIZED BALANCE SHEETS

 

 

 

2009

 

2008

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

Buildings and improvements, net of accumulated depreciation of $9,150,524 and $12,343,488

 

$

4,612,898

 

$

7,059,205

 

Land

 

859,949

 

1,017,229

 

Other assets

 

941,617

 

1,358,061

 

 

 

 

 

 

 

 

 

$

6,414,464

 

$

9,434,495

 

 

 

 

 

 

 

LIABILITIES AND PARTNERS’ CAPITAL (DEFICIT)

 

 

 

 

 

 

 

 

 

 

 

Mortgages payable

 

$

10,470,573

 

$

14,247,209

 

Accounts payable and accrued expenses

 

379,255

 

305,986

 

Other liabilities

 

339,683

 

555,474

 

 

 

 

 

 

 

 

 

11,189,511

 

15,108,669

 

 

 

 

 

 

 

PARTNERS’ CAPITAL (DEFICIT)

 

 

 

 

 

American Affordable Housing II Limited Partnership

 

(4,941,180

)

(6,009,928

)

Other partners

 

166,133

 

335,754

 

 

 

 

 

 

 

 

 

(4,775,047

)

(5,674,174

)

 

 

 

 

 

 

 

 

$

6,414,464

 

$

9,434,495

 

 

F-17



 

American Affordable Housing II Limited Partnership

 

NOTES TO FINANCIAL STATEMENTS - CONTINUED

 

March 31, 2010 and 2009

 

NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)

 

The combined summarized statements of operations of the operating limited partnerships for the years ended December 31, 2009 and 2008 are as follows:

 

COMBINED SUMMARIZED STATEMENTS OF OPERATIONS

 

 

 

2009

 

2008

 

Revenue

 

 

 

 

 

Rental

 

$

1,587,295

 

$

2,503,059

 

Interest and other

 

45,289

 

74,391

 

 

 

 

 

 

 

 

 

1,632,584

 

2,577,450

 

Expenses

 

 

 

 

 

Interest

 

219,386

 

370,300

 

Depreciation and amortization

 

391,173

 

637,083

 

Taxes and insurance

 

243,800

 

391,074

 

Repairs and maintenance

 

366,564

 

598,952

 

Operating expenses

 

767,983

 

999,275

 

 

 

 

 

 

 

 

 

1,988,906

 

2,996,684

 

 

 

 

 

 

 

NET LOSS

 

$

(356,322

)

$

(419,234

)

 

 

 

 

 

 

Net loss allocated to American Affordable Housing II Limited Partnership *

 

$

(207,255

)

$

(418,540

)

 

 

 

 

 

 

Net loss allocated to other partners

 

$

(149,067

)

$

(694

)

 


* Amount includes $207,255, and $418,540, for the years ended December 31, 2009 and 2008, respectively, of loss not recognized under the equity method of accounting as described in Note A.

 

F-18



 

American Affordable Housing II Limited Partnership

 

NOTES TO FINANCIAL STATEMENTS - CONTINUED

 

March 31, 2010 and 2009

 

NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET INCOME (LOSS) TO INCOME TAX RETURN

 

For income tax purposes, the Partnership reports using a December 31 year-end.  The Partnership’s net income (loss) for financial reporting and tax return purposes for the years ended March 31 is reconciled as follows:

 

 

 

2010

 

2009

 

 

 

 

 

 

 

Net income (loss) for financial reporting purposes

 

$

527,599

 

$

(123,379

)

 

 

 

 

 

 

Operating limited partnership rents received in advance

 

(9,093

)

6,304

 

 

 

 

 

 

 

Related party expenditures

 

 

(1,550

)

 

 

 

 

 

 

Accrued asset management fee not deductible (deductible) for tax purposes until paid

 

(386,724

)

90,598

 

 

 

 

 

 

 

Excess of tax depreciation over book depreciation on operating limited partnership assets

 

(36,885

)

(129,103

)

 

 

 

 

 

 

Difference due to fiscal year for book purposes and calendar year for tax purposes

 

(80,551

)

(115,397

)

 

 

 

 

 

 

Operating limited partnership net loss not allowed for financial reporting under equity method

 

(207,255

)

(418,540

)

 

 

 

 

 

 

Other

 

3,919,508

 

676,744

 

 

 

 

 

 

 

Net income (loss) for income tax purposes

 

$

3,726,599

 

$

(14,323

)

 

F-19



 

American Affordable Housing II Limited Partnership

 

NOTES TO FINANCIAL STATEMENTS - CONTINUED

 

March 31, 2010 and 2009

 

NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET INCOME (LOSS) TO INCOME TAX RETURN (Continued)

 

The differences between the investments in operating limited partnerships for tax purposes and financial statements purposes at March 31, 2010 and 2009 are as follows:

 

 

 

2010

 

2009

 

 

 

 

 

 

 

Investments in operating limited partnerships - tax return December 31, 2009 and 2008

 

$

(4,713,439

)

$

(7,876,031

)

 

 

 

 

 

 

Add back losses not recognized under the equity method

 

5,192,451

 

6,302,309

 

 

 

 

 

 

 

Historic tax credits

 

516,169

 

516,169

 

 

 

 

 

 

 

Other

 

(995,181

)

1,057,553

 

 

 

 

 

 

 

Investments in operating limited partnerships - as reported

 

$

 

$

 

 

F-20



 

American Affordable Housing II Limited Partnership

 

NOTES TO FINANCIAL STATEMENTS - CONTINUED

 

March 31, 2010 and 2009

 

NOTE E - SUBSEQUENT EVENTS

 

Subsequent to March 31, 2010, the Partnership has entered into agreements to transfer the remaining interests in three Operating Partnerships.  The transfer prices and other terms for the dispositions of the Operating Partnerships have been determined.  The proceeds received for these Operating Partnerships are $857. The gain on the transfer of the Operating Partnerships is $857 and is to be recognized in the first quarter of fiscal year ending March 31, 2011.

 

NOTE F - CONCENTRATION OF CREDIT RISK

 

The Partnership maintains its cash and cash equivalent balances in several accounts in various financial institutions.  The balances are generally insured by the Federal Deposit Insurance Corporation (FDIC) up to specified limits by each institution.  At times, the balances may exceed these insurance limits; however, the Partnership has not experienced any losses with respect to its balances in excess of FDIC insurance.  Management believes that no significant concentration of credit risk with respect to these cash and cash equivalent balances exists as of March 31, 2010.

 

NOTE G - FAIR VALUE OF FINANCIAL INSTRUMENTS

 

As of March 31, 2010, the Partnership’s financial instruments relate to accounts payable - affiliates.  Management has not disclosed the fair value of the financial instruments because determination of such fair value is deemed to be impractical.  The accounts payable - affiliates are owed to affiliates of the Partnership.  The unique nature of these financial instruments makes determination of any fair value impractical. See note B for disclosure of the carrying amount and terms of these financial instruments.

 

F-21