Attached files
file | filename |
---|---|
EX-32.2 - EXHIBIT 32.2 - WNC HOUSING TAX CREDIT FUND VI LP SERIES 10 | exhibit322.htm |
EX-31.2 - EXHIBIT 31.2 - WNC HOUSING TAX CREDIT FUND VI LP SERIES 10 | exhibit312.htm |
EX-31.1 - EXHIBIT 31.1 - WNC HOUSING TAX CREDIT FUND VI LP SERIES 10 | exhibit311.htm |
EX-32.1 - EXHIBIT 32.1 - WNC HOUSING TAX CREDIT FUND VI LP SERIES 10 | exhibit321.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-Q
(Mark
One)
S QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
|
For the
quarterly period ended June 30, 2007
For the
quarterly period ended September 30, 2007
For the
quarterly period ended December 31, 2007
OR
£ TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
For the
transition period from ________ to ___________
Commission
file number: 000-50837
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
California
|
33-0974362
|
(State
or other jurisdiction of
|
(I.R.S.
Employer
|
incorporation
or organization)
|
Identification
No.)
|
17782 Sky
Park Circle, Irvine, CA 92614
( Address
of principle executive offices )
(714)
622-5565
(
Telephone Number )
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 No X
Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files).
Yes No X
Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act. (Check one):
Large
accelerated filer___ Accelerated filer___Non-accelerated filer___X__ Smaller
reporting company___
Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).
Yes ___No
_X____
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
(A
California Limited Partnership)
INDEX
TO FORM 10-Q
For
the quarterly period ended June 30, 2007
For
the quarterly period ended September 30, 2007
For
the quarterly period ended December 31, 2007
PART
I. FINANCIAL INFORMATION
|
|||
Item
1.
|
Financial
Statements
|
||
Condensed
Balance Sheets
|
|||
As
of June 30, 2007, September 30, 2007, December 31, 2007 and March 31,
2007
|
3
|
||
Condensed
Statements of Operations
|
|||
For
the Three Months Ended June 30, 2007 and 2006
|
4
|
||
For
the Three and Six Months Ended September 30, 2007 and 2006
|
5
|
||
For
the Three and Nine Months Ended December 31, 2007 and 2006
|
6
|
||
Condensed
Statements of Partners' Equity (Deficit)
|
|||
For
the Three Months Ended June 30, 2007
|
7
|
||
For
the Six Months Ended September 30, 2007
|
7
|
||
For
the Nine Months Ended December 31, 2007
|
7
|
||
Condensed
Statements of Cash Flows
|
|||
For
the Three Months Ended June 30, 2007 and 2006
|
8
|
||
For
the Six Months Ended September 30, 2007 and 2006
|
9
|
||
For
the Nine Months Ended December 31, 2007 and 2006
|
10
|
||
Notes
to Condensed Financial Statements
|
11
|
||
Item
2.
|
Management's
Discussion and Analysis of Financial
|
||
Condition
and Results of Operations
|
23
|
||
Item
3.
|
Quantitative
and Qualitative Disclosures about Market Risks
|
27
|
|
Item
4T.
|
Controls
and Procedures
|
27
|
|
PART
II. OTHER INFORMATION
|
|||
Item
1.
|
Legal
Proceedings
|
28
|
|
Item
1A.
|
Risk
Factors
|
28
|
|
Item
2.
|
Unregistered
Sales of Equity Securities and Use of Proceeds
|
28
|
|
Item
3.
|
Defaults
Upon Senior Securities
|
28
|
|
Item
4.
|
(Removed
and Reserved)
|
28
|
|
Item
5.
|
Other
Information
|
28
|
|
Item
6.
|
Exhibits
|
28
|
|
Signatures
|
29
|
2
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
(A
California Limited Partnership)
CONDENSED
BALANCE SHEETS
(Unaudited)
June
30,
2007
|
September
30, 2007
|
December
31, 2007
|
March
31,
2007
|
|||||
ASSETS
|
||||||||
Cash
and cash equivalents
|
$
|
293,539
|
$
|
278,525
|
$
|
268,159
|
$
|
289,760
|
Investments
in Local Limited Partnerships, net
(Notes
2 and 3)
|
9,122,586
|
9,034,180
|
8,945,774
|
9,588,104
|
||||
Other
assets
|
6,300
|
6,300
|
6,300
|
6,300
|
||||
Total
Assets
|
$
|
9,422,425
|
$
|
9,319,005
|
$
|
9,220,233
|
$
|
9,884,164
|
LIABILITIES
AND PARTNERS' EQUITY (DEFICIT)
|
||||||||
Liabilities:
|
||||||||
Accrued
fees and expenses due to General Partner
and affiliates (Note 3)
|
$
|
280,818
|
$
|
294,416
|
$
|
304,769
|
$
|
260,783
|
Payables
to Local Limited Partnerships (Note 4)
|
4,233
|
4,233
|
4,233
|
4,233
|
||||
Total
Liabilities
|
285,051
|
298,649
|
309,002
|
265,016
|
||||
Partners’
Equity (Deficit):
|
||||||||
General
Partner
|
(2,207)
|
(2,324)
|
(2,433)
|
(1,725)
|
||||
Limited
Partners (25,000 Partnership Units authorized; 13,153 Partnership Units
issued and outstanding)
|
9,139,581
|
9,022,680
|
8,913,664
|
9,620,873
|
||||
|
||||||||
Total
Partners’ Equity (Deficit)
|
9,137,374
|
9,020,356
|
8,911,231
|
9,619,148
|
||||
Total
Liabilities and Partners’ Equity
(Deficit)
|
$
|
9,422,425
|
$
|
9,319,005
|
$
|
9,220,233
|
$
|
9,884,164
|
See
accompanying notes to condensed financial statements
3
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
(A
California Limited Partnership)
CONDENSED
STATEMENTS OF OPERATIONS
For
the Three Months Ended June 30, 2007 and 2006
(Unaudited)
2007
|
2006
|
||||
Three
Months
|
Three
Months
|
||||
Reporting
fees
|
$
|
-
|
$
|
1,500
|
|
Operating
expenses and loss:
|
|||||
Amortization
(Note 2)
|
7,914
|
10,474
|
|||
Asset
management fees (Note 3)
|
22,975
|
22,975
|
|||
Asset
management expenses
|
-
|
351
|
|||
Impairment
loss (Note 2)
|
372,414
|
278,095
|
|||
Accounting
and legal fees
|
-
|
235
|
|||
Other
|
810
|
291
|
|||
Total
operating expenses and loss
|
404,113
|
312,421
|
|||
Loss
from operations
|
(404,113)
|
(310,921)
|
|||
Equity
in losses of Local Limited
Partnerships
(Note 2)
|
(80,492)
|
(82,262)
|
|||
Interest
income
|
2,831
|
3,725
|
|||
Net
loss
|
$
|
(481,774)
|
$
|
(389,458)
|
|
Net
loss allocated to:
|
|||||
General
Partner
|
$
|
(482)
|
$
|
(389)
|
|
Limited
Partners
|
$
|
(481,292)
|
$
|
(389,069)
|
|
Net
loss per Partnership Unit
|
$
|
(37)
|
$
|
(30)
|
|
Outstanding
weighted Partnership Units
|
13,153
|
13,153
|
|||
See
accompanying notes to condensed financial statements
4
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
(A
California Limited Partnership)
CONDENSED
STATEMENTS OF OPERATIONS
For
the Three Months and Six Months Ended September 30, 2007 and 2006
(Unaudited)
2007
|
2006
|
|||||||||||
Three
|
Six
|
Three
|
Six
|
|||||||||
Months
|
Months
|
Months
|
Months
|
|||||||||
Reporting
fees
|
$
|
4,300
|
$
|
4,300
|
$
|
-
|
$
|
1,500
|
||||
Operating
expenses and loss:
|
||||||||||||
Amortization
(Note 2)
|
7,914
|
15,828
|
7,914
|
18,388
|
||||||||
Asset
management fees (Note 3)
|
22,975
|
45,950
|
22,975
|
45,950
|
||||||||
Asset
management expenses
|
103
|
103
|
25
|
376
|
||||||||
Impairment
loss (Note 2)
|
-
|
372,414
|
-
|
278,095
|
||||||||
Accounting
and legal fees
|
12,520
|
12,520
|
14,249
|
14,484
|
||||||||
Other
|
-
|
810
|
985
|
1,276
|
||||||||
Total
operating expenses and loss
|
43,512
|
447,625
|
46,148
|
358,569
|
||||||||
Loss from
operations
|
(39,212)
|
(443,325)
|
(46,148)
|
(357,069)
|
||||||||
Equity
in losses of Local Limited
|
||||||||||||
Partnerships
(Note 2)
|
(80,492)
|
(160,984)
|
(82,262)
|
(164,524)
|
||||||||
Interest
income
|
2,686
|
5,517
|
4,054
|
7,779
|
||||||||
Net
loss
|
$
|
(117,018)
|
$
|
(598,792)
|
$
|
(124,356)
|
$
|
(513,814)
|
||||
Net
loss allocated to:
|
||||||||||||
General
Partner
|
$
|
(117)
|
$
|
(599)
|
$
|
(124)
|
$
|
(514)
|
||||
Limited
Partners
|
$
|
(116,901)
|
$
|
(598,193)
|
$
|
(124,232)
|
$
|
(513,300)
|
||||
Net
loss per Partnership Unit
|
$
|
(9)
|
$
|
(45)
|
$
|
(9)
|
$
|
(39)
|
||||
Outstanding
weighted
Partnership
Units
|
13,153
|
13,153
|
13,153
|
13,153
|
See
accompanying notes to condensed financial statements
5
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
(A
California Limited Partnership)
CONDENSED
STATEMENTS OF OPERATIONS
For
the Three Months and Nine Months Ended December 31, 2007 and 2006
(Unaudited)
2007
|
2006
|
|||||||
Three
|
Nine
|
Three
|
Nine
|
|||||
Months
|
Months
|
Months
|
Months
|
|||||
Reporting
fees
|
$
|
-
|
$
|
4,300
|
$
|
-
|
$
|
1,500
|
Operating
expenses and loss:
|
||||||||
Amortization
(Note 2)
|
7,914
|
23,742
|
7,914
|
26,302
|
||||
Asset
management fees (Note 3)
|
22,975
|
68,925
|
22,975
|
68,925
|
||||
Asset
management expenses
|
-
|
103
|
508
|
884
|
||||
Impairment
loss (Note 2)
|
-
|
372,414
|
-
|
278,095
|
||||
Accounting
and legal fees
|
-
|
12,520
|
108
|
14,592
|
||||
Other
|
-
|
810
|
426
|
1,702
|
||||
Total
operating expenses and loss
|
30,889
|
478,514
|
31,931
|
390,500
|
||||
Loss
from operations
|
(30,889)
|
(474,214)
|
(31,931)
|
(389,000)
|
||||
Equity
in losses of Local Limited
|
||||||||
Partnerships
(Note 2)
|
(80,492)
|
(241,476)
|
(82,262)
|
(246,786)
|
||||
Interest
income
|
2,256
|
7,773
|
3,738
|
11,517
|
||||
Net
loss
|
$
|
(109,125)
|
$
|
(707,917)
|
$
|
(110,455)
|
$
|
(624,269)
|
Net
loss allocated to:
|
||||||||
General
Partner
|
$
|
(109)
|
$
|
(708)
|
$
|
(110)
|
$
|
(624)
|
Limited
Partners
|
$
|
(109,016)
|
$
|
(707,209)
|
$
|
(110,345)
|
$
|
(623,645)
|
Net
loss per Partnership Unit
|
$
|
(8)
|
$
|
(54)
|
$
|
(8)
|
$
|
(47)
|
Outstanding
weighted
Partnership
Units
|
13,153
|
13,153
|
13,153
|
13,153
|
See
accompanying notes to condensed financial statements
6
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
(A
California Limited Partnership)
CONDENSED
STATEMENTS OF PARTNERS’ EQUITY (DEFICIT)
For
the Three Months Ended June 30, 2007, Six Months Ended September 30,
2007
and
Nine Months Ended December 31, 2007
(Unaudited)
For
the Three Months Ended June 30, 2007
|
||||||
General
|
Limited
|
|||||
Partner
|
Partners
|
Total
|
||||
Partners’
equity (deficit) at March 31, 2007
|
$
|
(1,725)
|
$
|
9,620,873
|
$
|
9,619,148
|
Net
loss
|
(482)
|
(481,292)
|
(481,774)
|
|||
Partners’
equity (deficit) at June 30, 2007
|
$
|
(2,207)
|
$
|
9,139,581
|
$
|
9,137,374
|
For
the Six Months Ended September 30, 2007
|
||||||
General
|
Limited
|
|||||
Partner
|
Partners
|
Total
|
||||
Partners’
equity (deficit) at March 31, 2007
|
$
|
(1,725)
|
$
|
9,620,873
|
$
|
9,619,148
|
Net
loss
|
(599)
|
(598,193)
|
(598,792)
|
|||
Partners’
equity (deficit) at September 30, 2007
|
$
|
(2,324)
|
$
|
9,022,680
|
$
|
9,020,356
|
For
the Nine Months Ended December 31, 2007
|
||||||
General
|
Limited
|
|||||
Partner
|
Partners
|
Total
|
||||
Partners’
equity (deficit) at March 31, 2007
|
$
|
(1,725)
|
$
|
9,620,873
|
$
|
9,619,148
|
Net
loss
|
(708)
|
(707,209)
|
(707,917)
|
|||
Partners’
equity (deficit) at December 31, 2007
|
$
|
(2,433)
|
$
|
8,913,664
|
$
|
8,911,231
|
See
accompanying notes to condensed financial statements
7
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
(A
California Limited Partnership)
CONDENSED
STATEMENTS OF CASH FLOWS
For
the Three Months Ended June 30, 2007 and 2006
(Unaudited)
2007
|
2006
|
|||
Cash
flows from operating activities:
|
||||
Net
loss
|
$
|
(481,774)
|
$
|
(389,458)
|
Adjustments
to reconcile net loss to net
|
||||
cash
provided by (used in) operating activities:
|
||||
Amortization
|
7,914
|
10,474
|
||
Impairment
loss
|
372,414
|
278,095
|
||
Equity
in losses of Local Limited Partnerships
|
80,492
|
82,262
|
||
Increase
in accrued fees and expenses due to
|
||||
General
Partner and affiliates
|
20,035
|
20,101
|
||
Net
cash provided by (used in) operating activities
|
(919)
|
1,474
|
||
Cash
flows from investing activities:
|
||||
Distributions
received from Local Limited Partnerships
|
4,698
|
-
|
||
Net
cash provided by investing activities
|
4,698
|
-
|
||
Net
increase in cash and cash equivalents
|
3,779
|
1,474
|
||
Cash
and cash equivalents, beginning of period
|
289,760
|
395,940
|
||
Cash
and cash equivalents, end of period
|
$
|
293,539
|
$
|
397,414
|
SUPPLEMENTAL
DISCLOSURE OF CASH FLOW
INFORMATION:
|
||||
Taxes
paid
|
$
|
-
|
$
|
-
|
See
accompanying notes to condensed financial statements
8
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
(A
California Limited Partnership)
CONDENSED
STATEMENTS OF CASH FLOWS
For
the Six Months Ended September 30, 2007 and 2006
(Unaudited)
2007
|
2006
|
|||
Cash
flows from operating activities:
|
||||
Net
loss
|
$
|
(598,792)
|
$
|
(513,814)
|
Adjustments
to reconcile net loss to net
|
||||
cash
provided by (used in) operating activities:
|
||||
Amortization
|
15,828
|
18,388
|
||
Impairment
loss
|
372,414
|
278,095
|
||
Equity
in losses of Local Limited Partnerships
|
160,984
|
164,524
|
||
Increase
in accrued fees and expenses due to
|
||||
General
Partner and affiliates
|
33,633
|
54,586
|
||
Net
cash provided by (used in) operating activities
|
(15,933)
|
1,779
|
||
Cash
flows from investing activities:
|
||||
Distributions
received from Local Limited Partnerships
|
4,698
|
-
|
||
Net
cash provided by investing activities
|
4,698
|
-
|
||
Net increase (decrease) in cash and cash
equivalents
|
(11,235)
|
1,779
|
||
Cash
and cash equivalents, beginning of period
|
289,760
|
395,940
|
||
Cash
and cash equivalents, end of period
|
$
|
278,525
|
$
|
397,719
|
SUPPLEMENTAL
DISCLOSURE OF CASH FLOW INFORMATION:
|
||||
Taxes
paid
|
$
|
-
|
$
|
-
|
See
accompanying notes to condensed financial statements
9
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
(A
California Limited Partnership)
CONDENSED
STATEMENTS OF CASH FLOWS
For
the Nine Months Ended December 31, 2007 and 2006
(Unaudited)
2007
|
2006
|
|||
Cash
flows from operating activities:
|
||||
Net
loss
|
$
|
(707,917)
|
$
|
(624,269)
|
Adjustments
to reconcile net loss to net cash
|
||||
used
in operating activities:
|
||||
Amortization
|
23,742
|
26,302
|
||
Impairment
loss
|
372,414
|
278,095
|
||
Equity
in losses of Local Limited Partnerships
|
241,476
|
246,786
|
||
Increase
in accrued fees and expenses due to
|
||||
General
Partner and affiliates
|
43,986
|
43,146
|
||
Net
cash used in operating activities
|
(26,299)
|
(29,940)
|
||
Cash
flows from investing activities:
|
||||
Capital
contributions paid to Local Limited Partnerships
|
-
|
(79,085)
|
||
Distributions
received from Local Limited Partnerships
|
4,698
|
-
|
||
Net
cash provided by (used in) investing activities
|
4,698
|
(79,085)
|
||
Net
decrease in cash and cash equivalents
|
(21,601)
|
(109,025)
|
||
Cash
and cash equivalents, beginning of period
|
289,760
|
395,940
|
||
Cash
and cash equivalents, end of period
|
$
|
268,159
|
$
|
286,915
|
SUPPLEMENTAL
DISCLOSURE OF CASH FLOW
INFORMATION:
|
||||
Taxes
paid
|
$
|
-
|
$
|
-
|
See
accompanying notes to condensed financial statements
10
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
(A
California Limited Partnership)
NOTES
TO CONDENSED FINANCIAL STATEMENTS
For
the Quarterly Periods Ended June 30, 2007, September 30, 2007 and
December
31, 2007
(Unaudited)
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
General
The
accompanying condensed unaudited financial statements have been prepared in
accordance with accounting principles generally accepted in the United States of
America for interim financial information and with the instructions to Form 10-Q
for quarterly reports under Section 13 or 15(d) of the Securities Exchange Act
of 1934. Accordingly, they do not include all of the information and
footnotes required by accounting principles generally accepted in the United
States of America for complete financial statements. In the opinion
of management, all adjustments (consisting of normal recurring accruals)
considered necessary for a fair presentation have been
included. Operating results for the three months ended June 30, 2007,
six months ended September 30, 2007 and nine months ended December 31, 2007 are
not necessarily indicative of the results that may be expected for the fiscal
year ending March 31, 2008. For further information, refer to the
financial statements and footnotes thereto included in the Partnership's annual
report on Form 10-K for the fiscal year ended March 31, 2007.
Organization
WNC
Housing Tax Credit Fund VI, L.P., Series 10 (the “Partnership”) is a California
Limited Partnership formed under the laws of the State of California on July 17,
2001, and commenced operations on February 28, 2003. The Partnership
was formed to acquire limited partnership interests in other limited
partnerships ("Local Limited Partnerships") which own multi-family housing
complexes (“Housing Complexes”) that are eligible for Federal low income housing
tax credits (“Low Income Housing Tax Credits”). The local general
partners (the “Local General Partners”) of each Local Limited Partnership retain
responsibility for maintaining, operating and managing the Housing Complex. Each
Local Limited Partnership is governed by its agreement of limited partnership
(the “Local Limited Partnership Agreement”).
The
general partner of the Partnership is WNC & Associates, Inc. (“Associates”
or the “General Partner”). The chairman and the president of Associates own all
of the outstanding stock of Associates. The business of the Partnership is
conducted primarily through the General Partner, as the Partnership has no
employees of its own.
The
Partnership shall continue in full force and effect until December 31, 2062,
unless terminated prior to that date, pursuant to the partnership agreement or
law.
The
financial statements include only activity relating to the business of the
Partnership, and do not give effect to any assets that the partners may have
outside of their interests in the Partnership, or to any obligations, including
income taxes, of the partners.
The
partnership agreement authorized the sale of up to 25,000 units of limited
partnership interest (“Partnership Units”) at $1,000 per Partnership
Unit. The offering of Partnership Units has concluded, and 13,153
Partnership Units representing subscriptions in the amount of $13,119,270, net
of dealer discounts of $31,220 and volume discounts of $2,510, have been
accepted. The General Partner has a 0.1% interest in operating
profits and losses, taxable income and losses, cash available for distribution
from the Partnership and Low Income Housing Tax Credits of the
Partnership. The investors (the “Limited Partners”) in the
Partnership will be allocated the remaining 99.9% of these items in proportion
to their respective investments.
11
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
(A
California Limited Partnership)
NOTES
TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
For
the Quarterly Periods Ended June 30, 2007, September 30, 2007 and
December
31, 2007
(Unaudited)
NOTE 1 - SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES, continued
The
proceeds from the disposition of any of the Housing Complexes will be used first
to pay debts and other obligations per the respective Local Limited Partnership
Agreement. Any remaining proceeds will then be paid to the
Partnership. The sale of a Housing Complex may be subject to other
restrictions and obligations. Accordingly, there can be no assurance
that a Local Limited Partnership will be able to sell its Housing
Complex. Even if it does so, there can be no assurance that any
significant amounts of cash will be distributed to the
Partnership. Should such distributions occur, the Limited Partners
will be entitled to receive distributions from the proceeds remaining after
payment of Partnership obligations and funding reserves, equal to their capital
contributions and their return on investment (as defined in the Partnership
Agreement). The General Partner would then be
entitled to receive proceeds equal to its capital contributions from the
remainder. Any additional sale or refinancing proceeds will be
distributed 90% to the Limited Partners (in proportion to their respective
investments) and 10% to the General Partner.
Risks and
Uncertainties
An
investment in the Partnership and the Partnership’s investments in Local Limited
Partnerships and their Housing Complexes are subject to risks. These
risks may impact the tax benefits of an investment in the Partnership, and the
amount of proceeds available for distribution to the Limited Partners, if any,
on liquidation of the Partnership’s investments. Some of those risks
include the following:
The Low
Income Housing Tax Credits rules are extremely complicated. Noncompliance with
these rules results in the loss of future Low Income Housing Tax Credits and the
fractional recapture of Low Income Housing Tax Credits already taken. In most
cases the annual amount of Low Income Housing Tax Credits that an individual can
use is limited to the tax liability due on the person’s last $25,000 of taxable
income. The Local Limited Partnerships may be unable to sell the Housing
Complexes at a price which would result in the Partnership realizing cash
distributions or proceeds from the transaction. Accordingly, the Partnership may
be unable to distribute any cash to its limited partners. Low Income Housing Tax
Credits may be the only benefit from an investment in the
Partnership.
The
Partnership has invested in a limited number of Local Limited Partnerships. Such
limited diversity means that the results of operation of each single Housing
Complex will have a greater impact on the Partnership. With limited diversity,
poor performance of one Housing Complex could impair the Partnership’s ability
to satisfy its investment objectives. Each Housing Complex is subject
to mortgage indebtedness. If a Local Limited Partnership failed to pay its
mortgage, it could lose its Housing Complex in foreclosure. If foreclosure were
to occur during the first 15 years, the loss of any remaining future Low Income
Housing Tax Credits, a fractional recapture of prior Low Income Housing Tax
Credits, and a loss of the Partnership’s investment in the Housing Complex would
occur. The Partnership is a limited partner or a non-managing member of each
Local Limited Partnership. Accordingly, the Partnership will have very limited
rights with respect to management of the Local Limited Partnerships. The
Partnership will rely totally on the Local General Partners. Neither the
Partnership’s investments in Local Limited Partnerships, nor the Local Limited
Partnerships’ investments in Housing Complexes, are readily marketable. To the
extent the Housing Complexes receive government financing or operating
subsidies, they may be subject to one or more of the following risks:
difficulties in obtaining tenants for the Housing Complexes; difficulties in
obtaining rent increases; limitations on cash distributions; limitations on
sales or refinancing of Housing Complexes; limitations on transfers of interests
in Local Limited Partnerships; limitations on removal of Local General Partners;
limitations on subsidy programs; and possible changes in applicable
regulations. Uninsured casualties could result in loss of property
and Low Income Housing Tax Credits and recapture of Low Income Housing Tax
Credits previously taken. The value of real estate is subject to risks from
fluctuating economic conditions, including employment rates, inflation, tax,
environmental, land use and zoning policies, supply and demand of similar
properties, and neighborhood conditions, among others.
12
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
(A
California Limited Partnership)
NOTES
TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
For
the Quarterly Periods Ended June 30, 2007, September 30, 2007 and
December
31, 2007
(Unaudited)
NOTE 1 - SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES, continued
The
ability of Limited Partners to claim tax losses from the Partnership is limited.
The IRS may audit the Partnership or a Local Limited Partnership and challenge
the tax treatment of tax items. The amount of Low Income Housing Tax Credits and
tax losses allocable to the limited partners could be reduced if the IRS were
successful in such a challenge. The alternative minimum tax could
reduce tax benefits from an investment in the Partnership. Changes in
tax laws could also impact the tax benefits from an investment in the
Partnership and/or the value of the Housing Complexes.
The
Partnership currently has insufficient working capital to fund its
operations. Associates has agreed to continue providing advances
sufficient enough to fund the operations and working capital requirements of the
Partnership through May 31, 2012.
Anticipated
future and existing cash resources of the Partnership are not sufficient to pay
existing liabilities of the Partnership. However, substantially all of the
existing liabilities of the Partnership are payable to the General Partner
and/or its affiliates. Though the amounts payable to the General Partner and/or
its affiliates are contractually currently payable, the Partnership anticipates
that the General Partner and/or its affiliates will not require the payment of
these contractual obligations until capital reserves are in excess of the
aggregate of then existing contractual obligations and then anticipated future
foreseeable obligations of the Partnership. The Partnership would be
adversely affected should the General Partner and/or its affiliates demand
current payment of the existing contractual obligations and or suspend services
for this or any other reason.
No
trading market for the Partnership Units exists or is expected to develop.
Limited Partners may be unable to sell their Partnership Units except at a
discount and should consider their Partnership Units to be a long-term
investment. Individual Limited Partners will have no recourse if they disagree
with actions authorized by a vote of the majority of Limited
Partners.
Exit
Strategy
The
Compliance Period for a Housing Complex is generally 15 years following
construction or rehabilitation completion. Associates was one of the first in
the industry to offer syndicated investments in Low Income Housing Tax
Credits. The initial programs have completed their Compliance
Periods.
Upon the
sale of a Local Limited Partnership Interest or Housing Complex after the end of
the Compliance Period, there would be no recapture of Low Income Housing Tax
Credits. A sale prior to the end of the Compliance Period could
result in recapture if certain conditions are not met. None of the
Housing Complexes have completed their 15-year Compliance Period.
With that
in mind, the General Partner is continuing its review of the Housing Complexes.
The review considers many factors, including extended use requirements (such as
those due to mortgage restrictions or state compliance agreements), the
condition of the Housing Complexes, and the tax consequences to the Limited
Partners from the sale of the Housing Complexes.
Upon
identifying those Housing Complexes with the highest potential for a successful
sale, refinancing or re-syndication, the Partnership expects to proceed with
efforts to liquidate them. The objective is to maximize the Limited Partners’
return wherever possible and, ultimately, to wind down the Partnership as Low
Income Housing Tax Credits are no longer available. Local Limited Partnership
interests may be disposed of any time by the General Partner in its
discretion. While liquidation of the Housing Complexes continues to
be evaluated, the dissolution of the Partnership was not imminent as of December
31, 2007.
13
WNC HOUSING TAX CREDIT FUND VI, L.P.,
SERIES 10
(A
California Limited Partnership)
NOTES
TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
For
the Quarterly Periods Ended June 30, 2007, September 30, 2007 and
December
31, 2007
(Unaudited)
NOTE 1 - SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES, continued
Method of Accounting for
Investments in Local Limited Partnerships
The
Partnership accounts for its investments in Local Limited Partnerships using the
equity method of accounting, whereby the Partnership adjusts its investment
balance for its share of the Local Limited Partnerships’ results of operations
and for any contributions made and distributions received. The Partnership
reviews the carrying amount of an individual investment in a Local Limited
Partnership for possible impairment whenever events or changes in circumstances
indicate that the carrying amount of such investment may not be
recoverable. Recoverability of such investment is measured by the
estimated value derived by management, generally consisting of the sum of the
remaining future Low Income Housing Tax Credits estimated to be allocable to the
Partnership and the estimated residual value to the Partnership. If
an investment is considered to be impaired, the Partnership reduces the carrying
value of its investment in any such Local Limited Partnership. The
accounting policies of the Local Limited Partnerships, generally, are expected
to be consistent with those of the Partnership. Costs incurred by the
Partnership in acquiring the investments are capitalized as part of the
investment and were being amortized over 30 years (see Note 2).
“Equity
in losses of Local Limited Partnerships” for each of the periods ended June 30,
2007, September 30, 2007, December 31, 2007 and 2006, respectively have been
recorded by the Partnership. Management’s estimate for the three, six and
nine-month periods is based on actual audited results reported by the Local
Limited Partnerships. Equity in losses from the Local Limited
Partnerships allocated to the Partnership are not recognized to the extent that
the investment balance would be adjusted below zero. If the Local
Limited Partnerships report net income in future years, the Partnership will
resume applying the equity method only after its share of such net income equals
the share of net losses not recognized during the period(s) the equity method
was suspended (see Note 2).
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, and
a VIE must be consolidated by a company if it is the primary beneficiary because
a primary beneficiary absorbs the majority of the entity’s expected losses, the
majority of the expected residual returns, or both. The Local Limited
Partnerships in which the Partnership invests are VIEs. However, management does
not consolidate the Partnership’s interests in these VIE’s as the Partnership is
not considered the primary beneficiary. The Partnership’s balance in its
investment in Local Limited Partnerships, plus the risk of recapture of tax
credits previously recognized on these investments, represents its maximum
exposure to loss. The Partnership may be subject to additional losses to the
extent of any financial support that the Partnership voluntarily provides to the
Local Limited Partnerships in the future.
Distributions
received by the Partnership are accounted for as a reduction of the investment
balance. Distributions received after the investment has reached zero
are recognized as distribution income. As of June 30, 2007, September 30, 2007
and December 31, 2007, no investment accounts in Local Limited Partnerships had
reached a zero balance.
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 revenues and expenses
during the reporting period. Actual results could materially differ
from those estimates.
14
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
(A
California Limited Partnership)
NOTES
TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
For
the Quarterly Periods Ended June 30, 2007, September 30, 2007 and
December
31, 2007
(Unaudited)
NOTE 1 - SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES, continued
Cash and Cash
Equivalents
The
Partnership considers all highly liquid investments with original maturities of
three months or less when purchased to be cash equivalents. As of
June 30, 2007, September 30, 2007 December 31, 2007 and March 31, 2007 the
Partnership had cash equivalents of $269,457, $251,457, $251,457 and $269,457,
respectively.
Reporting Comprehensive
Income
The
Partnership had no items of other comprehensive income for all periods
presented.
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.
Net Loss Per Partnership
Unit
Net loss
per Partnership Unit includes no dilution and is computed by dividing loss
available to Limited Partners by the weighted average number of Partnership
Units outstanding during the period. Calculation of diluted net loss
per Partnership Unit is not required.
Revenue
Recognition
The
Partnership is entitled to receive reporting fees from the Local Limited
Partnerships. The intent of the reporting fees is to offset (in part)
administrative costs incurred by the Partnership in corresponding with the Local
Limited Partnerships. Due to the uncertainty of the collection of
these fees, the Partnership recognizes reporting fees as collections are
made.
Amortization
Acquisition
fees and costs were being amortized over 30 years using the straight-line
method. Amortization expense for the three months ended June 30, 2007 and 2006
was $7,914 and $10,474, respectively. For the six months ended
September 30, 2007 and 2006, amortization expense was $15,828 and $18,388,
respectively, and for the nine months ended December 31, 2007 and 2006,
amortization expense was $23,742 and $26,302, respectively
15
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
(A
California Limited Partnership)
NOTES
TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
For
the Quarterly Periods Ended June 30, 2007, September 30, 2007 and
December
31, 2007
(Unaudited)
NOTE 1 - SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES, continued
Impairment
The
Partnership reviews its investments in Local Limited Partnership for impairment
at least annually or whenever events or changes in circumstances indicate that
the carrying value of such investments may not be recoverable. Recoverability is
measured by a comparison of the carrying amount of the investment to the sum of
the total amount of the remaining Low Income Housing Tax Credits allocated to
the Partnership and any estimated residual value of the
investment. For the three months ended June 30, 2007 and 2006
impairment loss related to investments in Local Limited Partnerships was
$372,414 and $0, respectively. During the six months ended September 30, 2007
and 2006, the impairment losses were $372,414 and $0, respectively. During the
nine months ended December 31, 2007 and 2006, the impairment losses were
$372,414 and $0, respectively.
The
Partnership also evaluates its intangibles for impairment in connection with its
investments in Local Limited Partnerships. Impairment on the intangibles is
measured by comparing the Partnership’s total investment balance after
impairment of investments in Local Limited Partnerships to the sum of the total
of the remaining Low Income Housing Tax Credits allocated to the Partnership and
any estimated residual value of the investments. During the three months ended
June 30, 2007 and 2006, an impairment loss of $0 and $278,095, respectively, was
recorded against the related intangibles. During the six months ended September
30, 2007 and 2006, the impairment losses were $0 and $278,095, respectively.
During the nine months ended December 31, 2007 and 2006, the impairment losses
were $0 and $278,095, respectively.
NOTE 2 - INVESTMENTS IN
LOCAL LIMITED PARTNERSHIPS
As of the
periods presented, the Partnership had acquired limited partnership interests in
6 Local Limited Partnerships, each of which owns one Housing Complex, except for
one that owns three Housing Complexes, consisting of an aggregate of 317
apartment units. The respective Local General Partners of the Local
Limited Partnerships manage the day to day operations of the
entities. Significant Local Limited Partnership business decisions,
as defined, require approval from the Partnership. The Partnership,
as a Limited Partner, is generally entitled to 99.8%, as specified in the Local
Limited Partnership agreements, of the operating profits and losses, taxable
income and losses, and tax credits of the Local Limited
Partnerships.
16
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
(A
California Limited Partnership)
NOTES
TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
For
the Quarterly Periods Ended June 30, 2007, September 30, 2007 and
December
31, 2007
(Unaudited)
NOTE 2 - INVESTMENTS IN
LOCAL LIMITED PARTNERSHIPS, continued
The
following is a summary of the equity method activity of the investments in Local
Limited Partnerships for the periods presented below:
For
the Three
Months
Ended
June
30, 2007
|
For
the Year Ended
March
31, 2007
|
||||
Investments
per balance sheet, beginning of period
|
$
|
9,588,104
|
$
|
10,229,463
|
|
Impairment
loss
|
(372,414)
|
(278,095)
|
|||
Equity
in losses of Local Limited Partnerships
|
(80,492)
|
(329,048)
|
|||
Distributions
received from Local Limited Partnerships
|
(4,698)
|
-
|
|||
Amortization
of paid acquisition fees and costs
|
(7,673)
|
(31,780)
|
|||
Amortization
of warehouse interest and costs
|
(241)
|
(2,436)
|
|||
Investments
per balance sheet, end of period
|
$
|
9,122,586
|
$
|
9,588,104
|
For
the Six
Months
Ended
September
30, 2007
|
For
the Year Ended
March
31, 2007
|
||||
Investments
per balance sheet, beginning of period
|
$
|
9,588,104
|
$
|
10,229,463
|
|
Impairment
loss
|
(372,414)
|
(278,095)
|
|||
Equity
in losses of Local Limited Partnerships
|
(160,984)
|
(329,048)
|
|||
Distributions
received from Local Limited Partnerships
|
(4,698)
|
-
|
|||
Amortization
of paid acquisition fees and costs
|
(15,346)
|
(31,780)
|
|||
Amortization
of warehouse interest and and costs
|
(482)
|
(2,436)
|
|||
Investments
per balance sheet, end of period
|
$
|
9,034,180
|
$
|
9,588,104
|
17
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
(A
California Limited Partnership)
NOTES
TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
For
the Quarterly Periods Ended June 30, 2007, September 30, 2007 and
December
31, 2007
(Unaudited)
NOTE 2 - INVESTMENTS IN
LOCAL LIMITED PARTNERSHIPS, continued
For
the Nine
Months
Ended
December
31, 2007
|
For
the Year Ended
March
31, 2007
|
||||
Investments
per balance sheet, beginning of period
|
$
|
9,588,104
|
$
|
10,229,463
|
|
Impairment
loss
|
(372,414)
|
(278,095)
|
|||
Equity
in losses of Local Limited Partnerships
|
(241,476)
|
(329,048)
|
|||
Distributions
received from Local Limited Partnerships
|
(4,698)
|
-
|
|||
Amortization
of paid acquisition fees and costs
|
(23,019)
|
(31,780)
|
|||
Amortization
of warehouse interest and costs
|
(723)
|
(2,436)
|
|||
Investments
per balance sheet, end of period
|
$
|
8,945,774
|
$
|
9,588,104
|
For
the Three Months Ended
June
30, 2007
|
For
the Year Ended
March
31, 2007
|
|||
Investments
in Local Limited Partnerships, net
|
$
|
8,293,886
|
$
|
8,751,490
|
Acquisition
fees and costs, net of accumulated amortization of $31,656 and
$23,742
|
828,700
|
836,614
|
||
Investments
per balance sheet, end of period
|
$
|
9,122,586
|
$
|
9,588,104
|
For
the Six Months Ended
September
30, 2007
|
For
the Year Ended
March
31, 2007
|
|||
Investments
in Local Limited Partnerships, net
|
$
|
8,213,394
|
$
|
8,751,490
|
Acquisition
fees and costs, net of accumulated amortization of $39,570 and
$23,742
|
820,786
|
836,614
|
||
Investments
per balance sheet, end of period
|
$
|
9,034,180
|
$
|
9,588,104
|
For
the Nine Months Ended
December
31, 2007
|
For
the Year Ended
March
31, 2007
|
|||
Investments
in Local Limited Partnerships, net
|
$
|
8,132,902
|
$
|
8,751,490
|
Acquisition
fees and costs, net of accumulated amortization of $47,484 and
$23,742
|
812,872
|
836,614
|
||
Investments
per balance sheet, end of period
|
$
|
8,945,774
|
$
|
9,588,104
|
18
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
(A
California Limited Partnership)
NOTES
TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
For
the Quarterly Periods Ended June 30, 2007, September 30, 2007 and
December
31, 2007
(Unaudited)
NOTE 2 - INVESTMENTS IN LOCAL LIMITED PARTNERSHIPS, continued
Selected
financial information for the three months ended June 30, 2007 and 2006 from the
unaudited combined condensed financial statements of the Local Limited
Partnerships in which the Partnership has invested is as follows:
COMBINED
CONDENSED STATEMENTS OF OPERATIONS
|
||||||
2007
|
2006
|
|||||
Revenues
|
$
|
350,000
|
$
|
366,000
|
||
Expenses:
|
||||||
|
Interest
expense
|
42,000
|
46,000
|
|||
Depreciation
and amortization
|
156,000
|
155,000
|
||||
Operating
expenses
|
233,000
|
247,000
|
||||
Total
expenses
|
431,000
|
448,000
|
||||
Net
loss
|
$
|
(81,000)
|
$
|
(82,000)
|
||
Net
loss allocable to the Partnership
|
$
|
(80,000)
|
$
|
(82,000)
|
||
Net
loss recorded by the Partnership
|
$
|
(80,000)
|
$
|
(82,000)
|
Selected
financial information for the six months ended September 30, 2007 and 2006 from
the unaudited combined condensed financial statements of the Local Limited
Partnerships in which the Partnership has invested is as follows:
COMBINED
CONDENSED STATEMENTS OF OPERATIONS
|
|||||||
2007
|
2006
|
||||||
Revenues
|
$
|
699,000
|
$
|
732,000
|
|||
Expenses:
|
|||||||
|
Interest
expense
|
84,000
|
92,000
|
||||
Depreciation
and amortization
|
312,000
|
310,000
|
|||||
Operating
expenses
|
466,000
|
495,000
|
|||||
Total
expenses
|
862,000
|
897,000
|
|||||
Net
loss
|
$
|
(163,000)
|
$
|
(165,000)
|
|||
Net
loss allocable to the Partnership
|
$
|
(161,000)
|
$
|
(165,000)
|
|||
Net
loss recorded by the Partnership
|
$
|
(161,000)
|
$
|
(165,000)
|
19
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
(A
California Limited Partnership)
NOTES
TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
For
the Quarterly Periods Ended June 30, 2007, September 30, 2007 and
December
31, 2007
(Unaudited)
NOTE 2 - INVESTMENTS IN
LOCAL LIMITED PARTNERSHIPS, continued
Selected
financial information for the nine months ended December 31, 2007 and 2006 from
the unaudited combined condensed financial statements of the Local Limited
Partnerships in which the Partnership has invested is as follows:
COMBINED
CONDENSED STATEMENTS OF OPERATIONS
|
||||||
2007
|
2006
|
|||||
Revenues
|
$
|
1,049,000
|
$
|
1,099,000
|
||
Expenses:
|
||||||
|
Interest
expense
|
126,000
|
139,000
|
|||
Depreciation
and amortization
|
468,000
|
465,000
|
||||
Operating
expenses
|
700,000
|
742,000
|
||||
Total
expenses
|
1,294,000
|
1,346,000
|
||||
Net
loss
|
$
|
(245,000)
|
$
|
(247,000)
|
||
Net
loss allocable to the Partnership
|
$
|
(241,000)
|
$
|
(247,000)
|
||
Net
loss recorded by the Partnership
|
$
|
(241,000)
|
$
|
(247,000)
|
Certain
Local Limited Partnerships incurred operating losses and/or have working capital
deficiencies. In the event these Local Limited Partnerships continue
to incur significant operating losses, additional capital contributions by the
Partnership and/or the Local General Partners may be required to sustain the
operations of such Local Limited Partnerships. If additional capital
contributions are not made when they are required, the Partnership's investment
in certain of such Local Limited Partnerships could be impaired, and the loss
and recapture of the related Low Income Housing Tax Credits could
occur.
NOTE 3 - RELATED PARTY
TRANSACTIONS
Under the
terms of the Partnership Agreement, the Partnership has paid or is obligated to
the General Partner or its affiliates for the following fees:
|
(a)
|
Acquisition
fees of 7% of the gross proceeds from the sale of Partnership Units as
compensation for services rendered in connection with the acquisition of
Local Limited Partnerships. At the end of all periods
presented, the Partnership incurred total acquisition fees of $920,710,
which have been included in investments in Local Limited
Partnerships. Accumulated amortization of these capitalized
costs was $46,038, $38,365, $30,692 and $23,010 as of December 31, 2007,
September 30, 2007, June 30, 2007 and March 31, 2007, respectively.
Impairment on the intangibles is measured by comparing the Partnership’s
total investment balance after impairment of investments in Local Limited
Partnerships to the sum of the total of the remaining Low Income Housing
Tax Credits allocated to the Partnership and the estimated residual value
of the investments. If an impairment loss related to the acquisition
expenses is recorded, the accumulated amortization is reduced to zero at
that time.
|
20
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
(A
California Limited Partnership)
NOTES
TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
For
the Quarterly Periods Ended June 30, 2007, September 30, 2007 and
December
31, 2007
(Unaudited)
NOTE 3 - RELATED PARTY
TRANSACTIONS - continued
(b)
|
Acquisition
costs of 2% of the gross proceeds from the sale of Partnership Units as
reimbursement of costs incurred by of the General Partner or by an
affiliate of Associates in connection with the acquisition of Local
Limited Partnerships. At the end of all periods presented, the
Partnership incurred acquisition costs of $263,060, which have been
included in investments in Local Limited Partnerships. As of all periods
presented these costs have been fully amortized or impaired. Impairment on
the intangibles is measured by comparing the Partnership’s total
investment balance after impairment of investments in Local Limited
Partnerships to the sum of the total of the remaining Low Income Housing
Tax Credits allocated to the Partnership and the estimated residual value
of the investments. If an impairment loss related to the acquisition
expenses is recorded, the accumulated amortization is reduced to zero at
that time.
|
(c)
|
An
annual asset management fee not to exceed 0.5% of the invested assets of
the Partnership, as defined. “Invested Assets” means the sum of the
Partnership’s investment in Local Limited Partnership interests and the
Partnership’s allocable share of mortgage loans on and other debts related
to the Housing Complexes owned by such Local Limited
Partnerships. Asset management fees of $22,975 were
incurred during each of the three months ended June 30, 2007 and 2006. For
each of the six months ended September 30, 2007 and 2006, the Partnership
incurred asset management fees of $45,950. Asset management
fees of $68,925 were incurred during each of the nine months ended
December 31, 2007 and 2006. The Partnership paid the General Partner or
its affiliates $3,750 of those fees during each of the three months ended
June 30, 2007 and 2006, $7,500 during each of the six months ended
September 30, 2007 and 2006, and $7,500 and $11,250 during the nine months
ended December 31, 2007 and 2006,
respectively.
|
(d)
|
A
subordinated disposition fee in an amount equal to 1% of the sale price of
real estate sold by the Local Limited Partnerships. Payment of
this fee is subordinated to the Limited Partners receiving distributions
equal to their capital contributions and their return on investment (as
defined in the Partnership Agreement) and is payable only if services are
rendered in the sales effort. No such fee was incurred for all
periods presented.
|
(e)
|
The
Partnership reimburses the General Partner or its affiliates for operating
expenses incurred on behalf of the Partnership. Operating expense
reimbursements were $0 during each of the three months ended June 30, 2007
and 2006, $18,250 and $0 during the six months ended September 30, 2007
and 2006, respectively, and $30,873 and $31,707 during the nine months
ended December 31, 2007 and 2006,
respectively.
|
(f)
|
WNC
Holding, LLC (“Holding”), a wholly owned subsidiary of Associates,
acquires investments in Local Limited Partnerships using funds from a
secured warehouse line of credit. Such investments are
warehoused by Holding until transferred to syndicated partnerships as
investors are identified. The transfer of the warehoused
investments is typically achieved through the admittance of the syndicated
partnership as the Limited Partner of the Local Limited Partnership and
the removal of Holding as the Limited Partner. Consideration
paid to Holding for the transfer of its interest in the Local Limited
Partnership generally consists of cash reimbursement of capital
contribution installment(s) paid to the Local Limited Partnerships by
Holding, assumption of the remaining capital contributions payable due to
the Local Limited Partnership and financing costs and interest charged by
Holding. For all periods presented the Partnership incurred
financing costs of $7,252 and interest of $65,823 which are included in
investments in Local Limited Partnerships. The accumulated
amortization of these financing costs and interest was $1,446, $1,205,
$964 and $723 as of December 31, 2007, September 30, 2007, June 30, 2007
and March 31, 2007, respectively. Impairment on the intangibles
is measured by comparing the Partnership’s total investment balance after
impairment of investments in Local Limited Partnerships to the sum of the
total of the remaining Low Income Housing Tax Credits allocated to the
Partnership and the estimated residual value of the investments. If an
impairment loss related to the acquisition expenses is recorded, the
accumulated amortization is reduced to zero at that
time.
|
21
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
(A
California Limited Partnership)
NOTES
TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
For
the Quarterly Periods Ended June 30, 2007, September 30, 2007 and
December
31, 2007
(Unaudited)
NOTE 3 - RELATED PARTY
TRANSACTIONS - continued
The
accrued fees and expenses due to General Partner and affiliates consisted of the
following at:
June
30,
2007
|
September
30,
2007
|
December
31,
2007
|
March
31,
2007
|
||||||
Asset
management fee payable
|
$
|
262,528
|
$
|
281,753
|
$
|
304,728
|
$
|
243,302
|
|
Due
to affiliate
|
41
|
41
|
41
|
41
|
|||||
Expenses
paid by the General
Partner
or an affiliate on
behalf
of the Partnership
|
18,249
|
12,622
|
-
|
17,440
|
|||||
Total
|
$
|
280,818
|
$
|
294,416
|
$
|
304,769
|
$
|
260,783
|
|
The
General Partner and/or its affiliates do not anticipate that these accrued fees
will be paid in full until such time as capital reserves are in excess of future
foreseeable working capital requirements of the Partnership.
NOTE 4 – PAYABLES TO LOCAL
LIMITED PARTNERSHIPS
Payables
to Local Limited Partnerships amounting to $4,233 at December 31, 2007,
September 30, 2007, June 30, 2007 and March 31, 2007, represent amounts which
are due at various times based on conditions specified in the respective Local
Limited Partnership agreements. These contributions are payable in
installments and are generally due upon the Local Limited Partnerships achieving
certain development and operating benchmarks (generally within two years of the
Partnership's initial investment). The payables to Local Limited Partnerships
are subject to adjustment in certain circumstances.
22
Item
2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Forward
Looking Statements
With the
exception of the discussion regarding historical information, this “Management’s
Discussion and Analysis of Financial Condition and Results of Operations” and
other discussions elsewhere in this Form 10-Q contain forward looking
statements. Such statements are based on current expectations subject
to uncertainties and other factors which may involve known and unknown risks
that could cause actual results of operations to differ materially from those
projected or implied. Further, certain forward-looking statements are
based upon assumptions about future events which may not prove to be
accurate.
Risks and
uncertainties inherent in forward looking statements include, but are not
limited to, our future cash flows and ability to obtain sufficient financing,
level of operating expenses, conditions in the Low Income Housing Tax Credit
property market and the economy in general, as well as legal
proceedings. Historical results are not necessarily indicative of the
operating results for any future period.
Subsequent
written and oral forward looking statements attributable to the Partnership or
persons acting on its behalf are expressly qualified in their entirety by
cautionary statements in this Form 10-Q and in other reports filed with the
Securities and Exchange Commission.
The
following discussion and analysis compares the results of operations for the
three months ended June 30, 2007 and 2006, the three and six months ended
September 30, 2007 and 2006, and the three and nine months ended December 31,
2007 and 2006, and should be read in conjunction with the condensed financial
statements and accompanying notes included within this report.
Financial
Condition
The
Partnership’s assets at June 30, 2007 consisted of $294,000 in cash and cash
equivalents, aggregate investments in six Local Limited Partnerships of
$9,123,000 (See “Method of Accounting for Investments in Local Limited
Partnerships”) and $6,000 of other assets. Liabilities at June 30,
2007 consisted of $281,000 of accrued fees and expenses due to General Partner
and affiliates, (See “Future Contractual Cash Obligations” below) and $4,000 in
payables to Local Limited Partnerships.
The
Partnership’s assets at September 30, 2007 consisted of $279,000 in cash and
cash equivalents, aggregate investments in six Local Limited Partnerships of
$9,034,000 (See “Method of Accounting for Investments in Local Limited
Partnerships”) and $6,000 of other assets. Liabilities at September
30, 2007 consisted of $294,000 of accrued fees and expenses due to General
Partner and affiliates, (See “Future Contractual Cash Obligations” below) and
$4,000 in payables to Local Limited Partnerships.
The
Partnership’s assets at December 31, 2007 consisted of $268,000 in cash and cash
equivalents, aggregate investments in six Local Limited Partnerships of
$8,946,000 (See “Method of Accounting for Investments in Local Limited
Partnerships”) and $6,000 of other assets. Liabilities at December
31, 2007 consisted of $305,000 of accrued fees and expenses due to General
Partner and affiliates, (See “Future Contractual Cash Obligations” below) and
$4,000 in payables to Local Limited Partnerships.
23
Results
of Operations
Three Months Ended June 30, 2007
Compared to Three Months Ended June 30, 2006 The
Partnership's net loss for the three months ended June 30, 2007 was $(482,000),
reflecting an increase of approximately $(93,000) from the net loss of
$(389,000) for the three months ended June 30, 2006. Equity in losses of Local
Limited Partnerships decreased by $2,000 for the three months ended June 30,
2007 due to the operations of the underlying Housing Complexes fluctuating from
year to year. The impairment loss increased by $(94,000) for the
three months ended June 30, 2007 from the three months ended June 30,
2006. The impairment loss can vary each year depending on the annual
decrease in Low Income Housing Tax Credits allocated to the Partnership and the
current estimated residual value to the Partnership compared to the current
carrying value of each of the investments to the Partnership. Additionally, the
amortization decreased by $2,000 during the three months ended June 30, 2007 due
to the fact that during the quarter ended June 30, 2006, the acquisition costs
and fees associated with the investments were impaired, thereby reducing the
asset value and future amortization. Reporting fees decreased by $(2,000) for
the three months ended June 30, 2007 due to the fact that Local Limited
Partnerships pay the reporting fees to the Partnership when the Local Limited
Partnerships’ cash flow will allow for the payment. Interest income
also decreased by $(1,000) due to the fact that the cash balances being
maintained by the Partnership declined significantly for the three months ended
June 30, 2007 compared to the three months ended June 30, 2006.
Three Months Ended September 30, 2007
Compared to the Three Months Ended September 30, 2006 The Partnership's
net loss for the three months ended September 30, 2007 was $(117,000),
reflecting a decrease of approximately $7,000 from the net loss of $(124,000)
for the three months ended September 30, 2006. Equity in losses of Local Limited
Partnerships decreased by $2,000 for the three months ended September 30, 2007
due to the operations of the underlying Housing Complexes fluctuating from year
to year. The accounting and legal fees decreased by $2,000 for the
three months ended September 30, 2007 compared to the three months ended
September 30, 2006 due to the timing of the accounting work
performed. The reporting fees increased by $4,000 for the three
months ended September 30, 2007 compared to the three months ended September 30,
2006. Local Limited Partnerships pay reporting fees to the Partnership when the
Local Limited Partnerships’ cash flow will allow for the payment. Interest
income decreased by $(1,000) due to the fact that the cash balances being
maintained by the Partnership declined significantly for the three months ended
September 30, 2006 compared to the three months ended September 30,
2005.
Six Months Ended September 30, 2007
Compared to the Six Months Ended September 30, 2006 The
Partnership's net loss for the six months ended September 30, 2007 was
$(599,000), reflecting an increase of approximately $(85,000) from the net loss
of $(514,000) for the six months ended September 30, 2006. Equity in losses of
Local Limited Partnerships decreased by $4,000 from the six months ended
September 30, 2006 due to the operations of the underlying Housing Complexes
fluctuating from year to year. The impairment loss increased by
$(94,000)for the six months ended September 30, 2007. Impairment loss can vary
each year depending on the annual decrease in Low Income Housing Tax Credits
allocated to the Partnership and the current estimated residual value to the
Partnership compared to the current carrying value of each of the investments to
the Partnership. The accounting and legal fees decreased by $2,000 for the six
months ended September 30, 2007 compared to the six months ended September 30,
2006 due to the timing of the accounting work performed. Additionally, the
amortization decreased by $2,000 during the six months ended September 30, 2007
due to the fact that during the quarter ended June 30, 2006, the acquisition
costs and fees associated with the investments were impaired thereby reducing
the asset value and future amortization. The reporting fees increased
by $3,000 for the six months ended September 30, 2007 compared to the six months
ended September 30, 2006. Local Limited Partnerships pay the reporting fees to
the Partnership when the Local Limited Partnerships’ cash flow will allow for
the payment. Interest income decreased by $(2,000) due to the fact that the cash
balances being maintained by the Partnership declined significantly for the six
months ended September 30, 2007 compared to the six months ended September 30,
2006.
Three Months Ended December 31, 2007
Compared to the Three Months Ended December 31, 2006 The
Partnership's net loss for the three months ended December 31, 2007 was
$(109,000), reflecting a decrease of approximately $1,000 from the net loss of
$(110,000) for the three months ended December 31, 2006. Equity in losses of
Local Limited Partnerships decreased by $2,000 from the three months ended
December 31, 2006 due to the operations of the underlying Housing Complexes
fluctuating from year to year. Interest income decreased by $(1,000)
due to the fact that the cash balances being maintained by the Partnership
declined for the three months ended December 31, 2007 compared to the three
months ended December 31, 2006.
24
Nine Months Ended December 31, 2007
Compared to Nine Months Ended December 31, 2006 The
Partnership's net loss for the nine months ended December 31, 2007 was
$(708,000), reflecting an increase of approximately $(84,000) from the net loss
of $(624,000) for the nine months ended December 31, 2006. Equity in losses of
Local Limited Partnerships decreased by $5,000 from the nine months ended
December 31, 2006 due to the operations of the underlying Housing Complexes
fluctuating from year to year. The impairment loss increased by
$(94,000) for the nine months ended December 31, 2007 compared to the nine
months ended December 31, 2006. The impairment loss can vary each
year depending on the annual decrease in Low Income Housing Tax Credits
allocated to the Partnership and the current estimated residual value to the
Partnership compared to the current carrying value of each of the investments to
the Partnership. The accounting and legal fees decreased by $2,000
for the nine months ended December 31, 2007 compared to the nine months ended
December 31, 2006 due to the timing of the accounting work
performed. Additionally, the amortization decreased by $2,000 during
the nine months ended December 31, 2007 due to the fact that during the quarter
ended June 30, 2006, the acquisition costs and fees associated with the
investments were impaired, thereby reducing the asset value and future
amortization. The reporting fees increased by $3,000 for the nine months ended
December 31, 2007 compared to the nine months ended December 31, 2006. Local
Limited Partnerships pay the reporting fees to the Partnership when the Local
Limited Partnerships’ cash flow will allow for the payment. The
interest income decreased by $(3,000) due to the fact that the cash balances
being maintained during the nine months ended December 31, 2007 was less than
the cash balances being held by the Partnership during the nine months ended
December 31, 2006.
Capital
Resources and Liquidity
Three Months Ended June 30, 2007
Compared to Three Months Ended June 30, 2006 Net cash and cash
equivalents provided during the three months ended June 30, 2007 was $4,000,
compared to net cash and
cash equivalents provided during the three months ended June 30, 2006 of
$1,000. During the three months ended June 30, 2007, the Partnership
received $5,000 more in distributions and $(2,000) less in reporting
fees. The distributions and reporting fees can vary from period to
period due to the fact that Local Limited Partnerships pay the distributions and
reporting fees to the Partnership when the Local Limited Partnerships’ cash flow
will allow for the payment.
Six Months Ended September 30, 2007
Compared to Six Months Ended September 30, 2006 Net cash and
cash equivalents used during the six months ended September 30, 2007 was
$(11,000) compared to net cash and cash equivalents provided during the six
months ended September 30, 2006 of $2,000. The Partnership reimbursed
no operating advances to the General Partner or an affiliate during the six
months ended September 30, 2006 compared to $(18,000) of operating expense
reimbursements during the six months ended September 30, 2007. Each
quarter the Partnership evaluates the cash position and determines how much of
the accrued asset management fees and operating expense reimbursements will be
paid to the General Partner or affiliate. Finally, during the six months ended
September 30, 2007, the Partnership received $5,000 more in distributions and
$3,000 more in reporting fees. The distributions and reporting fees
can vary from period to period due to the fact that Local Limited Partnerships
pay them to the Partnership when the Local Limited Partnerships’ cash flow will
allow for the payment.
Nine Months Ended December 31, 2007
Compared to Nine Months Ended December 31, 2006 Net cash and
cash equivalents used during the nine months ended December 31, 2007 was
$(22,000) compared to net cash and cash equivalents used during the
nine months ended December 31, 2006 of $(109,000). The Partnership
paid $79,000 of capital contributions to Local Limited Partnerships for the nine
months ended December 31, 2006 compared to no capital contributions paid during
the nine months ended December 31, 2007. Certain benchmarks must be met by the
Local Limited Partnerships in order for capital contributions to be
paid. The Partnership reimbursed $(32,000) of operating advances to
the General Partner or an affiliate during the nine months ended December 31,
2006 compared to $(31,000) of operating expense reimbursements during the nine
months ended December 31, 2007. Additionally, during the nine months ended
December 31, 2007, the Partnership paid $(8,000) in accrued asset management
fees compared to $(11,000) paid during the nine months ended December 31,
2006. Each quarter the Partnership evaluates the cash position and
determines how much of the accrued asset management fees and operating expense
reimbursements will be paid to the General Partner or affiliate. Finally, during
the nine months ended December 31, 2007, the Partnership received $5,000 more in
distributions and $3,000 more in reporting fees. The distributions
and reporting fees can vary from period to period due to the fact that Local
Limited Partnerships pay the distributions and reporting fees to the Partnership
when the Local Limited Partnerships’ cash flow will allow for the
payment.
25
During
the three, six and nine months ended June 30, 2007, September 30, 2007 and
December 31, 2007, accrued payables, which consist primarily of related party
asset management fees and advances due to the General Partner or affiliates,
increased by $20,000, $34,000 and $44,000 as compared to March 31, 2007. The
General Partner does not anticipate that these accrued fees and advances will be
paid until such time as capital reserves are in excess of foreseeable working
capital requirements of the Partnership.
The
Partnership expects its future cash flows, together with its net available
assets as of December 31, 2007, to be insufficient to meet all currently
foreseeable future cash requirements. Associates has agreed to
continue providing advances sufficient enough to fund the operations and working
capital requirements of the Partnership through May 31, 2012.
Recent
Accounting Changes
In
September 2006, the Financial Accounting Standards Board (the "FASB") issued
accounting guidance for Fair Value Measurements, which defines fair value,
establishes a framework for measuring fair value and expands disclosure about
fair value measurements. This guidance is effective for financial statements
issued for fiscal years beginning after November 15, 2007 and shall be applied
prospectively except for very limited transactions. In February 2008, the FASB
delayed for one year implementation of the guidance as it pertains to certain
non-financial assets and liabilities. The Partnership adopted U.S. generally
accepted accounting principles ("GAAP") for Fair Value Measurements effective
April 1, 2008, except as it applies to those non-financial assets and
liabilities, for which the effective date was April 1, 2009. The Partnership has
determined that adoption of this guidance has no material impact on the
Partnership’s financial statements.
In
November 2008, the FASB issued accounting guidance on Equity Method Investment
Accounting Considerations that addresses how the initial carrying value of an
equity method investment should be determined, how an impairment assessment of
an underlying indefinite-lived intangible asset of an equity method investment
should be performed, how an equity method investee’s issuance of shares should
be accounted for, and how to account for a change in an investment from the
equity method to the cost method. This guidance is effective in fiscal years
beginning on or after December 15, 2008, and interim periods within
those fiscal years. The Partnership adopted the guidance for the interim
quarterly period beginning April 1, 2009. The impact of adopting it does not
have a material impact on the Partnership’s financial condition or results of
operations.
In April
2009, the FASB issued accounting guidance for Interim Disclosures about Fair
Value of Financial Instruments. This requires disclosure about the method and
significant assumptions used to establish the fair value of financial
instruments for interim reporting periods as well as annual statements. It
became effective for as of and for the interim period ended June 30, 2009 and
has no impact on the Partnership’s financial condition or results of
operations.
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
Partnership 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-Q.
26
In June
2009, the FASB issued an amendment to the accounting and disclosure requirements
for the consolidation of variable interest entities (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 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.
Item
3. Quantitative and Qualitative Disclosures About Market Risks
NOT
APPLICABLE
Item
4T. Controls and Procedures
(a) Disclosure controls and
procedures
As of the
end of the periods covered by this report, the Partnership’s General Partner,
under the supervision and with the participation of the Chief Executive Officer
and Chief Financial Officer of Associates, carried out an evaluation of the
effectiveness of the Partnership’s “disclosure controls and procedures” as
defined in Securities Exchange Act of 1934 Rule 13a-15 and 15d-15. Based on that
evaluation, the Chief Executive Officer and Chief Financial Officer have
concluded that, as of the end of the period covered by this report, the
Partnership’s disclosure controls and procedures were not effective to ensure
that material information required to be disclosed in the Partnership’s periodic
report filings with SEC is recorded, processed, summarized and reported within
the time period specified by the SEC’s rules and forms, consistent with the
definition of “disclosure controls and procedures” under the Securities Exchange
Act of 1934.
The
Partnership must rely on the Local Limited Partnerships to provide the
Partnership with certain information necessary to the timely filing of the
Partnership’s periodic reports. Factors in the accounting at the Local Limited
Partnerships have caused delays in the provision of such information during past
reporting periods, and resulted in the Partnership’s inability to file its
periodic reports in a timely manner.
Once the
Partnership has received the necessary information from the Local Limited
Partnerships, the Chief Executive Officer and the Chief Financial Officer of
Associates believe that the material information required to be disclosed in the
Partnership’s periodic report filings with SEC is effectively recorded,
processed, summarized and reported, albeit not in a timely manner. Going
forward, the Partnership will use the means reasonably within its power to
impose procedures designed to obtain from the Local Limited Partnerships the
information necessary to the timely filing of the Partnership’s periodic
reports.
(b) Changes in internal
controls
There
were no changes in the Partnership’s internal control over financial reporting
that occurred during the quarters ended June 30, 2007, September 30, 2007 and
December 31, 2007 that materially affected, or are reasonably likely to
materially affect, the Partnership’s internal control over financial
reporting.
27
Part
II.
|
Other
Information
|
Item
1.
|
Legal
Proceedings
|
NONE
|
|
Item
1A.
|
Risk
Factors
|
No
material changes in risk factors as previously disclosed in the
Partnership’s Form 10-K.
|
|
Item
2.
|
Unregistered
Sales of Equity Securities and Use of Proceeds
|
NONE
|
|
Item
3.
|
Defaults
Upon Senior Securities
|
NONE
|
|
Item
4.
|
(Removed
and Reserved)
|
Item
5.
|
Other
Information
|
NONE
|
|
Item
6.
|
Exhibits
|
31.1
|
Certification
of the Chief Executive Officer pursuant to Rule 13a-14 or 15d-14, as
adopted pursuant to section 302 of the Sarbanes-Oxley Act of 2002. (filed
herewith)
|
31.2
|
Certification
of the Chief Financial Officer pursuant to Rule 13a-14 or 15d-14, as
adopted pursuant to section 302 of the Sarbanes-Oxley Act of 2002. (filed
herewith)
|
32.1
|
Section
1350 Certification of the Chief Executive Officer. (filed
herewith)
|
32.2
|
Section
1350 Certification of the Chief Financial Officer. (filed
herewith)
|
28
Pursuant
to the requirements 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.
WNC
HOUSING TAX CREDIT FUND VI, L.P., SERIES 10
By: WNC
& ASSOCIATES, INC. General Partner
By: /s/ Wilfred N. Cooper,
Jr.
Wilfred
N. Cooper, Jr.
President
and Chief Executive Officer of WNC & Associates, Inc.
Date: May
27, 2011
By: /s/ Melanie R.
Wenk
Melanie
R. Wenk
Vice-President
- Chief Financial Officer of WNC & Associates, Inc.
Date: May
27, 2011
29