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EX-32.1 - EXHIBIT 32.1 - CONSOLIDATED CAPITAL PROPERTIES IVccp4_ex32z1.htm
EX-31.2 - EXHIBIT 31.2 - CONSOLIDATED CAPITAL PROPERTIES IVccp4_ex31z2.htm
EX-31.1 - EXHIBIT 31.1 - CONSOLIDATED CAPITAL PROPERTIES IVccp4_ex31z1.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

 

Form 10-Q

 

(Mark One)

[X]   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended June 30, 2011

 

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 0-11002

 

 

CONSOLIDATED CAPITAL PROPERTIES IV, LP

(Exact name of registrant as specified in its charter)

 

Delaware

94-2768742

(State or other jurisdiction of

(I.R.S. Employer

incorporation or organization)

Identification No.)

 

55 Beattie Place, PO Box 1089

Greenville, South Carolina  29602

(Address of principal executive offices)

 

(864) 239-1000

(Registrant’s telephone number, including area code)

 

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. 

[X] Yes  [ ] No

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). [ ] Yes  [ ] No

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer [ ]

Accelerated filer [ ]

Non-accelerated filer [ ]

(Do not check if a smaller reporting company)

Smaller reporting company [X]

 

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

 


PART I – FINANCIAL INFORMATION

 

ITEM 1.     FINANCIAL STATEMENTS

 

CONSOLIDATED CAPITAL PROPERTIES IV, LP

 

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In thousands)

 

 

 

June 30,

2011

December 31,

2010

 

Assets

 

 

Cash and cash equivalents

$    251

$  1,378

Receivables and deposits

     431

     387

Restricted escrows

     438

     196

Other assets

     433

     390

Investment properties:

 

 

Land

   1,035

   1,035

Buildings and related personal property

  57,207

  65,640

Total investment property

  58,242

  66,675

Less accumulated depreciation

  (34,509)

  (41,878)

Investment property, net

  23,733

  24,797

Total assets

$ 25,286

$ 27,148

 

 

 

Liabilities and Partners' Deficit

 

 

Liabilities

 

 

Accounts payable

$    337

$    491

Tenant security deposit liabilities

     156

     128

Accrued property taxes

     246

     487

Other liabilities

     555

     705

Distributions payable

   3,892

   3,892

Mortgage notes payable

  34,702

  34,971

Total liabilities

  39,888

  40,674

 

 

 

Partners' Deficit

 

 

General partners

  (10,120)

  (10,077)

Limited partners

   (4,482)

   (3,449)

Total partners’ deficit

  (14,602)

  (13,526)

Total liabilities and partners’ deficit

$ 25,286

$ 27,148

 

See Accompanying Notes to Consolidated Financial Statements


CONSOLIDATED CAPITAL PROPERTIES IV, LP

 

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(In thousands, except per unit data)

 

 

           

 

Three Months Ended

June 30,

2011

Three Months Ended

June 30,

2010

 

Six Months Ended

June 30,

2011

 

Six Months Ended

June 30,

2010

 

Revenues:

 

 

 

 

Rental income

$ 1,812

$ 1,854

 $ 3,646

 $ 3,706

Other income

    283

    295

     548

     542

Total revenues

  2,095

  2,149

   4,194

   4,248

 

 

 

 

 

Expenses:

 

 

 

 

Operating

    945

  1,207

   1,906

   2,298

General and administrative

     67

     86

     128

     144

Depreciation

  1,118

  1,113

   2,225

   2,231

Interest

    578

    620

   1,160

   1,219

Property taxes

    123

    120

     251

     283

Total expenses

  2,831

  3,146

   5,670

   6,175

 

 

 

 

 

Casualty gains

    400

     22

     400

     798

Net loss

 $  (336)

 $  (975)

 $(1,076)

 $(1,129)

 

 

 

 

 

Net loss allocated to general partners

  (4%)

 

 $   (13)

 

 $   (39)

 

 $   (43)

 

 $   (45)

Net loss allocated to limited partners

  (96%)

 

 $  (323)

 

 $  (936)

 

 $(1,033)

 

 $(1,084)

 

 

 

 

 

Net loss per limited partnership unit

 $  (.94)

 $ (2.73)

 $ (3.01)

 $ (3.16)

 

See Accompanying Notes to Consolidated Financial Statements



CONSOLIDATED CAPITAL PROPERTIES IV, LP

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(In thousands)

 

 

Six Months Ended

June 30,

2011

Six Months Ended

June 30,

2010

Cash flows from operating activities:

 

 

Net loss

 $(1,076)

 $(1,129)

Adjustments to reconcile net loss to net cash provided

 

 

by (used in) operating activities:

 

 

Depreciation

  2,225

  2,231

Amortization of loan costs

    114

    113

Amortization of discount on note receivable

     --

     (10)

Casualty gains

    (400)

    (798)

Change in accounts:

 

 

Receivables and deposits

     (44)

     (89)

Restricted escrows

     --

     (36)

Other assets

    (157)

    (177)

Accounts payable

     (53)

      (5)

Tenant security deposit liabilities

     28

      4

Accrued property taxes

    (241)

    (234)

Other liabilities

    (150)

     (16)

Due to affiliates

     --

     32

Net cash provided by (used in) operating activities

    246

    (114)

 

 

 

Cash flows from investing activities:

 

 

Property improvements and replacements

  (1,262)

    (732)

Net deposits to restricted escrows

     (23)

     --

Insurance proceeds received 

    181

    190

Net cash used in investing activities

  (1,104)

    (542)

 

 

 

Cash flows from financing activities:

 

 

Payments on mortgage notes payable

    (269)

    (254)

Advances from affiliate

     --

  1,189

Repayment of advances from affiliate

     --

    (261)

Net cash provided by (used in) financing activities

    (269)

    674

 

 

 

Net increase (decrease) in cash and cash equivalents

  (1,127)

     18

Cash and cash equivalents at beginning of period

  1,378

     99

Cash and cash equivalents at end of period

$   251

$   117

 

 

 

Supplemental disclosure of cash flow information:

 

 

Cash paid for interest

$ 1,044

$ 1,074

 

 

 

Supplemental disclosure of non-cash information:

 

 

Property improvements and replacements included in

 

 

    accounts payable

$   238

$    99

Insurance proceeds held by lender in escrow

$   400

$   608

 

See Accompanying Notes to Consolidated Financial Statements


CONSOLIDATED CAPITAL PROPERTIES IV, LP

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

Note A – Basis of Presentation

 

The accompanying unaudited consolidated financial statements of Consolidated Capital Properties IV, LP (the "Partnership" or "Registrant") have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 8-03 of Regulation S-X.  Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.  In the opinion of ConCap Equities, Inc. ("CEI" or the "General Partner"), all adjustments (consisting of normal recurring items) considered necessary for a fair presentation have been included. Operating results for the three and six months ended June 30, 2011 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2011. The consolidated balance sheet at December 31, 2010 has been derived from the audited financial statements at that date but does not include all of the information and disclosures required by generally accepted accounting principles for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in the Partnership's Annual Report on Form 10-K for the fiscal year ended December 31, 2010. The General Partner is a subsidiary of Apartment Investment and Management Company ("Aimco"), a publicly traded real estate investment trust.

 

Going Concern: The Partnership Agreement provides that the Partnership is to terminate on December 31, 2011 unless terminated prior to such date. Since the Partnership’s term will expire on December 31, 2011 and the term cannot be extended, the General Partner is currently evaluating its plans with respect to the Partnership’s three properties (see merger discussion below). The 2011 and 2010 consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of this uncertainty.

 

SubsequentEvents: The Partnership’s management evaluated subsequent events through the time this Quarterly Report on Form 10-Q was filed.

 

Net Loss per Limited Partnership Unit: Net loss per limited partnership unit is computed by dividing net loss allocated to the limited partners by the number of units outstanding at the beginning of the fiscal year. The number of units used was 342,759 and 342,763 for the three and six months ended June 30, 2011 and 2010, respectively.

 

Organization: On July 28, 2011, the Partnership entered into an agreement and plan of merger (the “Merger Agreement”) with AIMCO Properties, L.P., a Delaware limited partnership, and AIMCO CCP IV Merger Sub LLC, a Delaware limited liability company of which AIMCO Properties, L.P. is the sole member (the “Merger Subsidiary”), pursuant to which the Merger Subsidiary will be merged with and into the Partnership, with the Partnership as the surviving entity.

 

In the merger, each unit of limited partnership interest (each, a “Unit”) of the Partnership outstanding immediately prior to the consummation of the merger (other than Units held by limited partners who perfect their appraisal rights pursuant to the Merger Agreement) will be converted into the right to receive, at the election of the limited partner, either (i) $57.44 in cash (the “Cash Consideration”) or (ii) a number of partnership common units of AIMCO Properties, L.P. calculated by dividing $57.44 by the average closing price of Aimco common stock, as reported on the New York Stock Exchange, over the ten consecutive trading days ending on the second trading day immediately prior to the effective time of the merger. However, if AIMCO Properties, L.P. determines that the law of the state or other jurisdiction in which a limited partner resides would prohibit the issuance of partnership common units of AIMCO Properties, L.P. in that state or other jurisdiction (or that registration or qualification in that state or jurisdiction would be prohibitively costly), then such limited partner will only be entitled to receive the Cash Consideration for each Unit. Those limited partners who do not make an election will be deemed to have elected to receive the Cash Consideration.

 

In the merger, AIMCO Properties, L.P.’s membership interest in the Merger Subsidiary will be converted into Units of the Partnership. As a result, after the merger, AIMCO Properties, L.P. will be the sole limited partner of the Partnership, holding all outstanding Units. CEI will continue to be the general partner of the Partnership after the merger, and the Partnership’s partnership agreement in effect immediately prior to the merger will remain unchanged after the merger.

 

Completion of the merger is subject to certain conditions, including approval by a majority in interest of the limited partners holding Units. As of June 30, 2011 and December 31, 2010, the Partnership had issued and outstanding 342,759 Units, and AIMCO Properties, L.P. and its affiliates owned 237,778.5 of those Units, or approximately 69.4% of the number of outstanding Units. AIMCO Properties, L.P and its affiliates have indicated that they intend to take action by written consent to approve the merger.

 

Note B - Transactions with Affiliated Parties

 

The Partnership has no employees and depends on the General Partner and its affiliates for the management and administration of all Partnership activities.  The Partnership Agreement provides for certain payments to affiliates for services and for reimbursements of certain expenses incurred by affiliates on behalf of the Partnership.

 

Affiliates of the General Partner receive 5% of gross receipts from all of the Partnership's properties as compensation for providing property management services. The Partnership paid to such affiliates approximately $205,000 and $202,000 for the six months ended June 30, 2011 and 2010, respectively, which is included in operating expenses.

 

Affiliates of the General Partner charged the Partnership for reimbursement of accountable administrative expenses amounting to approximately $100,000 and $113,000 for the six months ended June 30, 2011 and 2010, respectively, which is included in general and administrative expenses and investment properties. The portion of these reimbursements included in investment properties at June 30, 2011 and 2010 are construction management services provided by an affiliate of the General Partner of approximately $31,000 and $38,000, respectively.

 

In accordance with the Partnership Agreement, AIMCO Properties, L.P., an affiliate of the General Partner advanced the Partnership approximately $1,189,000 during the six months ended June 30, 2010 to assist with the payment of real estate taxes and operations for all of the Partnership’s investment properties and capital expenditures at two of its investment properties. There were no advances made to the Partnership during the six months ended June 30, 2011.  Interest on the 2010 advances was charged at a variable rate based on the market rate for similar type loans. Affiliates of the General Partner review the market rate quarterly. Interest expense was approximately $47,000 for the six months ended June 30, 2010. During the six months ended June 30, 2010, the Partnership repaid AIMCO Properties, L.P. approximately $276,000, which included approximately $15,000 of accrued interest. There were no such repayments during the six months ended June 30, 2011. There were no outstanding loans or accrued interest owed at June 30, 2011 and December 31, 2010. The Partnership may receive additional advances of funds from AIMCO Properties, L.P., although AIMCO Properties, L.P. is not obligated to provide such advances.  For more information on AIMCO Properties, L.P., including copies of its audited balance sheets, please see its reports filed with the Securities and Exchange Commission.

 

The Partnership Agreement provides for a special management fee equal to 9% of the total distributions made to the limited partners from cash flow provided by operations to be paid to the General Partner for executive and administrative management services. There were no such special management fees paid or earned during the six months ended June 30, 2011 and 2010 as there were no operating distributions during this time.

 

For acting as real estate broker in connection with the sale of South Port Apartments in 2003, the General Partner was paid a real estate commission of approximately $295,000.  When the Partnership terminates, the General Partner will have to return this commission if the limited partners do not receive their original invested capital plus a 6% per annum cumulative return. In connection with the Merger Agreement, the return of this amount was included in the calculation of the Cash Consideration.

 

Prior to 2010, the Partnership distributed various amounts from the proceeds of property sales and refinancings. At both June 30, 2011 and December 31, 2010, approximately $3,892,000 of these distributions from proceeds are payable to the General Partner and Special Limited Partners as the distributions are subordinated and deferred per the Partnership Agreement until the limited partners receive 100% of their original capital contributions from surplus cash.

 

The Partnership insures its properties up to certain limits through coverage provided by Aimco which is generally self-insured for a portion of losses and liabilities related to workers’ compensation, property casualty, general liability and vehicle liability. The Partnership insures its properties above the Aimco limits through insurance policies obtained by Aimco from insurers unaffiliated with the General Partner. During the six months ended June 30, 2011, the Partnership was charged by Aimco and its affiliates approximately $135,000 for hazard insurance coverage and fees associated with policy claims administration. Additional charges will be incurred by the Partnership during 2011 as other insurance policies renew later in the year. The Partnership was charged by Aimco and its affiliates approximately $229,000 for insurance coverage and fees associated with policy claims administration during the year ended December 31, 2010.

 

Note C – Casualty Events

 

In February 2009, Arbours of Hermitage Apartments suffered wind damage to the roof of one of its buildings.  The estimated cost to repair the damaged units was approximately $9,000. During 2009, the Partnership incurred approximately $13,000 in clean up costs, which were included in operating expense and received insurance proceeds of approximately $9,000. The Partnership recognized a casualty gain of approximately $9,000 during 2009 as the damaged assets were fully depreciated at the time of the casualty. During the three and six months ended June 30, 2010, the Partnership recognized an additional casualty gain of approximately $4,000 due to the receipt of additional insurance proceeds.

 

In September 2009, Arbours of Hermitage Apartments suffered water damage to its property as a result of severe rain storms and flooding.  The cost to repair the damage was approximately $18,000. During the three and six months ended June 30, 2010, the Partnership received insurance proceeds of approximately $15,000 related to this casualty and recognized a casualty gain of approximately $15,000 as the damaged assets were fully depreciated at the time of the casualty.

 

In November 2009, Arbours of Hermitage Apartments suffered fire damage to several of its buildings. The cost to repair the damaged buildings was approximately $1,350,000, including approximately $41,000 of clean up costs and $104,000 for lost rents. The $104,000 for lost rents is included in receivables and deposits at June 30, 2011 and December 31, 2010. During the six months ended June 30, 2010, the Partnership incurred approximately $36,000 of clean up costs which are included in operating expense and are offset by insurance proceeds of approximately $36,000. Insurance proceeds of approximately $812,000 were received during the six months ended June 30, 2010, which included approximately $36,000 for clean-up costs. Insurance proceeds received of approximately $181,000 were held in escrow with the mortgage lender as of December 31, 2010 and released to the property during the six months ended June 30, 2011. The Partnership recognized a casualty gain of approximately $776,000 during the six months ended June 30, 2010 as the damaged assets were fully depreciated at the time of the casualty. The Partnership anticipates receiving additional proceeds related to this casualty during 2011.

 

In January 2010, Arbours of Hermitage Apartments suffered water damage to its property as a result of severe rain storms. The cost to repair the damage was approximately $18,000. During the three and six months ended June 30, 2010, the Partnership received insurance proceeds of approximately $3,000 related to this casualty and recognized a casualty gain of approximately $3,000 as the damaged assets were fully depreciated at the time of the casualty. During the third quarter of 2010, the Partnership received additional insurance proceeds of approximately $4,000 related to this casualty and recognized an additional casualty gain of approximately $4,000 as the damaged assets were fully depreciated at the time of the casualty.

 

During May 2010, all of the Partnership’s investment properties incurred damages from a severe rain storm. The damages at 865 Bellevue Apartments consisted of water leaks in several of the apartment units. The cost to repair the units and improve drainage was approximately $2,000 which was included in operating expenses during the third quarter of 2010. No insurance proceeds are expected to be received related to this casualty. The damages at Arbours of Hermitage Apartments consisted of water leaks and downed trees. The cost to repair the units and clean up the landscaping damage was approximately $20,000. During the third and fourth quarters of 2010, the Partnership received insurance proceeds of approximately $19,000 related to this casualty and recognized a casualty gain of approximately $19,000 as the damaged assets were fully depreciated at the time of the casualty. No additional insurance proceeds are expected to be received related to this casualty. The damages at Post Ridge Apartments consisted of water leaks to several of the apartment units, downed trees and land erosion. The cost to repair the units and clean up the landscaping damage was approximately $45,000. During the third and fourth quarters of 2010, the Partnership received insurance proceeds of approximately $45,000, of which approximately $43,000 was for costs associated with the repair of the damaged units and clean up of the landscaping damage and was included as an offset to operating expenses. The Partnership recognized a casualty gain of approximately $2,000 during the third quarter of 2010 as the damaged assets were fully depreciated at the time of the casualty. Additional costs of approximately $309,000 are expected to be incurred related to addressing the land erosion.  The Partnership will not receive any insurance proceeds for these additional costs. As of June 30, 2011 and December 31, 2010, the Partnership had incurred approximately $6,000 and $147,000, respectively, in capital expenditures and approximately $1,000 and $43,000, respectively, in operating expenses related to the land erosion.  The Partnership expects to incur the remaining $112,000 associated with remedying the land erosion during 2011.

 

In April 2011, 865 Bellevue Apartments suffered fire damage to one of its apartment buildings as a result of lightning strikes. The damages to the building include complete destruction of four of the units and significant smoke and water damage to the remaining four units in the building. All eight units will require complete replacement. The estimated cost to repair the damaged units is approximately $900,000, including approximately $170,000 of clean up costs and $50,000 for lost rents. The Partnership anticipates receiving insurance proceeds related to this casualty. During the three and six months ended June 30, 2011, the Partnership incurred costs of approximately $18,000 related to this casualty, of which approximately $6,000 was for capital expenditures and approximately $12,000 was for clean up costs which are included in operating expense. During the three and six months ended June 30, 2011, the Partnership recognized a casualty gain of $400,000 due to the receipt of $400,000 of insurance proceeds, all of which were held in escrow with the mortgage lender at June 30, 2011. The $400,000 of insurance proceeds are included in restricted escrows on the consolidated balance sheet at June 30, 2011. The Partnership anticipates receiving additional proceeds related to this casualty during 2011.

 

Note D – Note Receivable

 

In connection with the sale of Belmont Place in December 2008, the Partnership provided partial financing of $2,250,000 to the purchaser.  Monthly payments of interest only commenced February 1, 2009 and were to continue through November 1, 2034, which was consistent with the maturity of the senior mortgage loan on Belmont Place that was assumed by the purchaser in connection with the sale. The entire principal balance of the note was due at maturity. Interest on the note was payable at a rate of 3.5% for the first three years and 4% each year thereafter until maturity.  At the date of the sale, the fair value of the note receivable was approximately $1,512,000 and accordingly the Partnership recorded a discount of approximately $738,000 which was calculated using a rate of 6.5%.  The discount was to be amortized over the term of the note. During the six months ended June 30, 2010, the Partnership recognized approximately $50,000 of interest income associated with this note which is included in other income. During the fourth quarter of 2010, the Partnership received from the purchaser $2,250,000 plus accrued interest in full satisfaction of the note receivable. The remaining discount balance at the date of payment of approximately $701,000 was recognized as interest income during the fourth quarter of 2010.

 

Note E – Fair Value of Financial Instruments

 

Financial Accounting Standards Board Accounting Standards Codification Topic 825, “Financial Instruments”, requires disclosure of fair value information about financial instruments, whether or not recognized in the balance sheet, for which it is practicable to estimate fair value. Fair value is defined as the amount at which the instruments could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The Partnership believes that the carrying amount of its financial instruments (except for mortgage notes payable) approximates their fair value due to the short term maturity of these instruments. The Partnership estimates the fair value of its mortgage notes payable by discounting future cash flows using a discount rate commensurate with that currently believed to be available to the Partnership for similar term, mortgage notes payable. At June 30, 2011, the fair value of the Partnership's mortgage notes payable at the Partnership's incremental borrowing rate was approximately $37,134,000.

 
Note F – Contingencies

 

The Partnership is unaware of any pending or outstanding litigation matters involving it or its investment properties that are not of a routine nature arising in the ordinary course of business.

 

Environmental

 

Various Federal, state and local laws subject property owners or operators to liability for management, and the costs of removal or remediation, of certain potentially hazardous materials  present on a property, including lead-based paint, asbestos, polychlorinated biphenyls, petroleum-based fuels, and other miscellaneous materials. Such laws often impose liability without regard to whether the owner or operator knew of, or was responsible for, the release or presence of such materials. The presence of, or the failure to manage or remedy properly, these materials may adversely affect occupancy at affected apartment communities and the ability to sell or finance affected properties. In addition to the costs associated with investigation and remediation actions brought by government agencies, and potential fines or penalties imposed by such agencies in connection therewith, the improper management of these materials on a property could result in claims by private plaintiffs for personal injury, disease, disability or other infirmities. Various laws also impose liability for the cost of removal, remediation or disposal of these materials through a licensed disposal or treatment facility. Anyone who arranges for the disposal or treatment of these materials is potentially liable under such laws. These laws often impose liability whether or not the person arranging for the disposal ever owned or operated the disposal facility. In connection with the ownership, operation and management of its properties, the Partnership could potentially be responsible for environmental liabilities or costs associated with its properties.    

 

Mold

 

The Partnership is aware of lawsuits against owners and managers of multifamily properties asserting claims of personal injury and property damage caused by the presence of mold, some of which have resulted in substantial monetary judgments or settlements.  The Partnership has only limited insurance coverage for property damage loss claims arising from the presence of mold and for personal injury claims related to mold exposure. Affiliates of the General Partner have implemented policies, procedures, third-party audits and training and the General Partner believes that these measures will prevent or eliminate mold exposure and will minimize the effects that mold may have on residents. During the six months ended June 30, 2011, the Partnership incurred approximately $151,000 related to mold removal in connection with repairs to apartment units at the Partnership’s investment properties. As of December 31, 2010, the Partnership had incurred approximately $3,035,000 related to mold removal in connection with repairs to apartment units at the Partnership’s investment properties. The Partnership may incur future expenses related to mold removal in some of its apartment units in connection with other repairs or renovations. The Partnership cannot estimate the amount, if any, of these future costs. Because the law regarding mold is unsettled and subject to change the General Partner can make no assurance that liabilities resulting from the presence of or exposure to mold will not have a material adverse effect on the Partnership’s consolidated financial condition or results of operations.

 

Note G – Investment Property

 

During the three months ended June 30, 2011, the Partnership retired and wrote off personal property no longer being used that had a cost basis of approximately $9,518,000 and accumulated depreciation of approximately $9,518,000.

 


ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS  OF OPERATIONS

 

The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking statements in certain circumstances. Certain information included in this Quarterly Report contains or may contain information that is forward-looking within the meaning of the federal securities laws, including, without limitation, statements regarding the Partnership’s ability to maintain current or meet projected occupancy, rental rates and property operating results and the effect of redevelopments. Actual results may differ materially from those described in these forward-looking statements and, in addition, will be affected by a variety of risks and factors, some of which are beyond the Partnership’s control, including, without limitation: financing risks, including the availability and cost of financing and the risk that the Partnership’s cash flows from operations may be insufficient to meet required payments of principal and interest; natural disasters and severe weather such as hurricanes; national and local economic conditions, including the pace of job growth and the level of unemployment; energy costs; the terms of governmental regulations that affect the Partnership’s properties and interpretations of those regulations; the competitive environment in which the Partnership operates; real estate risks, including fluctuations in real estate values and the general economic climate in local markets and competition for residents in such markets; insurance risk, including the cost of insurance; litigation, including costs associated with prosecuting or defending claims and any adverse outcomes; and possible environmental liabilities, including costs, fines or penalties that may be incurred due to necessary remediation of contamination of properties presently owned or previously owned by the Partnership. Readers should carefully review the Partnership’s consolidated financial statements and the notes thereto, as well as the other documents the Partnership files from time to time with the Securities and Exchange Commission.

 

The Partnership's investment properties consist of three apartment complexes. The following table sets forth the average occupancy of the properties for the six months ended June 30, 2011 and 2010:

 

 

Average Occupancy

Property

2011

2010

 

 

 

Arbours of Hermitage Apartments

93%

93%

  Nashville, TN

 

 

865 Bellevue Apartments

97%

97%

  Nashville, TN

 

 

Post Ridge Apartments (1)

95%

98%

  Nashville, TN

 

 

 

(1)   The General Partner attributes the decrease in occupancy at Post Ridge Apartments to residents purchasing homes.

 

The Partnership’s financial results depend upon a number of factors including the ability to attract and maintain tenants at the investment properties, interest rates on mortgage loans, costs incurred to operate the investment properties, general economic conditions and weather. As part of the ongoing business plan of the Partnership, the General Partner monitors the rental market environment of its investment properties to assess the feasibility of increasing rents, maintaining or increasing occupancy levels and protecting the Partnership from increases in expenses. As part of this plan, the General Partner attempts to protect the Partnership from the burden of inflation-related increases in expenses by increasing rents and maintaining a high overall occupancy level. However, the General Partner may use rental concessions and rental rate reductions to offset softening market conditions, accordingly, there is no guarantee that the General Partner will be able to sustain such a plan. Further, a number of factors that are outside the control of the Partnership such as the local economic climate and weather can adversely or positively affect the Partnership’s financial results.

 

Results of Operations

 

The Partnership recognized net losses of approximately $336,000 and $1,076,000 for the three and six months ended June 30, 2011, respectively, compared to net losses of approximately $975,000 and $1,129,000 for the three and six months ended June 30, 2010, respectively. The decrease in net loss for the three months ended June 30, 2011 is due to a decrease in total expenses and an increase in the recognition of casualty gains, partially offset by a decrease in total revenues. The decrease in net loss for the six months ended June 30, 2011 is due to a decrease in total expenses, partially offset by a decrease in total revenues and a decrease in the recognition of casualty gains.

 

The decrease in total revenues for both periods is primarily due to a decrease in rental income. Other income remained relatively constant for both periods. Rental income decreased primarily due to a decrease in occupancy at Post Ridge Apartments and increases in bad debt expense at all three of the investment properties, partially offset by increases in the average rental rates at all three investment properties. Other income was relatively constant for the six months ended June 30, 2011 as an increase in various service fees charged to residents at Arbours of Hermitage Apartments was offset by a decrease in interest income. Other income was relatively constant for the three months ended June 30, 2011 as the decrease in interest income was partially offset by an increase in various service fees charged to residents at Arbours of Hermitage Apartments. The decrease in interest income received by the Partnership is due to the repayment of the note receivable from the 2008 sale of one of the Partnership’s investment properties during the fourth quarter of 2010.

 

Total expenses decreased for both periods due to decreases in operating, general and administrative and interest expenses. Depreciation expense remained relatively constant for the comparable periods. The decrease in total expenses for the six months ended June 30, 2011 is also due to a decrease in property tax expense. Property tax expense remained relatively constant for the three months ended June 30, 2011. Operating expense decreased for both periods due to decreases in clean up costs incurred in 2010 associated with repairing apartment units affected by fire and water damage during 2009, salaries and related benefits at all of the Partnership’s investment properties and utilities primarily at Arbours of Hermitage Apartments. Interest expense decreased for both periods as a result of scheduled payments made on the mortgages encumbering all of the Partnership’s investment properties which reduced the carrying value of the mortgages and a decrease in interest on advances from AIMCO Properties, L.P. as a result of the advances being repaid in full during 2010. Property tax expense decreased for the six month period due to a reduction in the assessed value of all of the Partnership’s investment properties in 2010.

 

The decrease in general and administrative expenses for both periods is due to decreases in management reimbursements to the General Partner as allowed under the Partnership Agreement and costs associated with the annual audit required by the Partnership Agreement. Also included in general and administrative expenses for the three and six months ended June 30, 2011 and 2010 are costs associated with the quarterly and annual communications with investors and regulatory agencies.

 

In February 2009, Arbours of Hermitage Apartments suffered wind damage to the roof of one of its buildings.  The estimated cost to repair the damaged units was approximately $9,000. During 2009, the Partnership incurred approximately $13,000 in clean up costs, which were included in operating expense and received insurance proceeds of approximately $9,000. The Partnership recognized a casualty gain of approximately $9,000 during 2009 as the damaged assets were fully depreciated at the time of the casualty. During the three and six months ended June 30, 2010, the Partnership recognized an additional casualty gain of approximately $4,000 due to the receipt of additional insurance proceeds.

 

In September 2009, Arbours of Hermitage Apartments suffered water damage to its property as a result of severe rain storms and flooding.  The cost to repair the damage was approximately $18,000. During the three and six months ended June 30, 2010, the Partnership received insurance proceeds of approximately $15,000 related to this casualty and recognized a casualty gain of approximately $15,000 as the damaged assets were fully depreciated at the time of the casualty.

 

In November 2009, Arbours of Hermitage Apartments suffered fire damage to several of its buildings. The cost to repair the damaged buildings was approximately $1,350,000, including approximately $41,000 of clean up costs and $104,000 for lost rents. The $104,000 for lost rents is included in receivables and deposits at June 30, 2011 and December 31, 2010. During the six months ended June 30, 2010, the Partnership incurred approximately $36,000 of clean up costs which are included in operating expense and are offset by insurance proceeds of approximately $36,000. Insurance proceeds of approximately $812,000 were received during the six months ended June 30, 2010, which included approximately $36,000 for clean-up costs. Insurance proceeds received of approximately $181,000 were held in escrow with the mortgage lender as of December 31, 2010 and released to the property during the six months ended June 30, 2011. The Partnership recognized a casualty gain of approximately $776,000 during the six months ended June 30, 2010 as the damaged assets were fully depreciated at the time of the casualty. The Partnership anticipates receiving additional proceeds related to this casualty during 2011.

 

In January 2010, Arbours of Hermitage Apartments suffered water damage to its property as a result of severe rain storms. The cost to repair the damage was approximately $18,000. During the three and six months ended June 30, 2010, the Partnership received insurance proceeds of approximately $3,000 related to this casualty and recognized a casualty gain of approximately $3,000 as the damaged assets were fully depreciated at the time of the casualty. During the third quarter of 2010, the Partnership received additional insurance proceeds of approximately $4,000 related to this casualty and recognized an additional casualty gain of approximately $4,000 as the damaged assets were fully depreciated at the time of the casualty.

 

During May 2010, all of the Partnership’s investment properties incurred damages from a severe rain storm. The damages at 865 Bellevue Apartments consisted of water leaks in several of the apartment units. The cost to repair the units and improve drainage was approximately $2,000 which was included in operating expenses during the third quarter of 2010. No insurance proceeds are expected to be received related to this casualty. The damages at Arbours of Hermitage Apartments consisted of water leaks and downed trees. The cost to repair the units and clean up the landscaping damage was approximately $20,000. During the third and fourth quarters of 2010, the Partnership received insurance proceeds of approximately $19,000 related to this casualty and recognized a casualty gain of approximately $19,000 as the damaged assets were fully depreciated at the time of the casualty. No additional insurance proceeds are expected to be received related to this casualty. The damages at Post Ridge Apartments consisted of water leaks to several of the apartment units, downed trees and land erosion. The cost to repair the units and clean up the landscaping damage was approximately $45,000. During the third and fourth quarters of 2010, the Partnership received insurance proceeds of approximately $45,000, of which approximately $43,000 was for costs associated with the repair of the damaged units and clean up of the landscaping damage and was included as an offset to operating expenses. The Partnership recognized a casualty gain of approximately $2,000 during the third quarter of 2010 as the damaged assets were fully depreciated at the time of the casualty. Additional costs of approximately $309,000 are expected to be incurred related to addressing the land erosion.  The Partnership will not receive any insurance proceeds for these additional costs. As of June 30, 2011 and December 31, 2010, the Partnership had incurred approximately $6,000 and $147,000, respectively, in capital expenditures and approximately $1,000 and $43,000, respectively, in operating expenses related to the land erosion.  The Partnership expects to incur the remaining $112,000 associated with remedying the land erosion during 2011.

 

In April 2011, 865 Bellevue Apartments suffered fire damage to one of its apartment buildings as a result of lightning strikes. The damages to the building include complete destruction of four of the units and significant smoke and water damage to the remaining four units in the building. All eight units will require complete replacement. The estimated cost to repair the damaged units is approximately $900,000, including approximately $170,000 of clean up costs and $50,000 for lost rents. The Partnership anticipates receiving insurance proceeds related to this casualty. During the three and six months ended June 30, 2011, the Partnership incurred costs of approximately $18,000 related to this casualty, of which approximately $6,000 was for capital expenditures and approximately $12,000 was for clean up costs which are included in operating expense. During the three and six months ended June 30, 2011, the Partnership recognized a casualty gain of $400,000 due to the receipt of $400,000 of insurance proceeds, all of which were held in escrow with the mortgage lender at June 30, 2011. The $400,000 of insurance proceeds are included in restricted escrows on the consolidated balance sheet at June 30, 2011. The Partnership anticipates receiving additional proceeds related to this casualty during 2011.

 

Liquidity and Capital Resources

 

At June 30, 2011, the Partnership had cash and cash equivalents of approximately $251,000, compared to approximately $1,378,000 at December 31, 2010. The decrease in cash and cash equivalents of approximately $1,127,000 from December 31, 2010 is due to approximately $1,104,000 and $269,000 of cash used in investing and financing activities, respectively, partially offset by approximately $246,000 of cash provided by operating activities. Cash used in investing activities consisted of property improvements and replacements and deposits to restricted escrows, partially offset by insurance proceeds received. Cash used in financing activities consisted of principal payments made on the mortgages encumbering the Partnership’s investment properties.

 

In accordance with the Partnership Agreement, AIMCO Properties, L.P., an affiliate of the General Partner advanced the Partnership approximately $1,189,000 during the six months ended June 30, 2010 to assist with the payment of real estate taxes and operations for all of the Partnership’s investment properties and capital expenditures at two of its investment properties. There were no advances made to the Partnership during the six months ended June 30, 2011.  Interest on the 2010 advances was charged at a variable rate based on the market rate for similar type loans. Affiliates of the General Partner review the market rate quarterly. Interest expense was approximately $47,000 for the six months ended June 30, 2010. During the six months ended June 30, 2010, the Partnership repaid AIMCO Properties, L.P. approximately $276,000, which included approximately $15,000 of accrued interest. There were no such repayments during the six months ended June 30, 2011. There were no outstanding loans or accrued interest owed at June 30, 2011 and December 31, 2010. The Partnership may receive additional advances of funds from AIMCO Properties, L.P., although AIMCO Properties, L.P. is not obligated to provide such advances.  For more information on AIMCO Properties, L.P., including copies of its audited balance sheets, please see its reports filed with the Securities and Exchange Commission.

 

The sufficiency of existing liquid assets to meet future liquidity and capital expenditure requirements is directly related to the level of capital expenditures required at the properties to adequately maintain the physical assets and other operating needs of the Partnership and to comply with Federal, state, and local legal and regulatory requirements.  The General Partner monitors developments in the area of legal and regulatory compliance.  Capital improvements planned for each of the Partnership's properties are detailed below.

 

Arbours of Hermitage Apartments

 

During the six months ended June 30, 2011, the Partnership completed approximately $859,000 of capital improvements at Arbours of Hermitage Apartments, consisting primarily of computers, wall covering and floor covering replacements, structural improvements, pool resurfacing and construction related to the fire damage discussed above. These improvements were funded from operating cash flow, insurance proceeds and Partnership reserves. The Partnership regularly evaluates the capital improvement needs of the property. While the Partnership has no material commitments for property improvements and replacements, certain routine capital expenditures are anticipated during the remainder of 2011. Such capital expenditures will depend on the physical condition of the property as well as anticipated cash flow generated by the property.

 

865 Bellevue Apartments

 

During the six months ended June 30, 2011, the Partnership completed approximately $162,000 of capital improvements at 865 Bellevue Apartments, consisting primarily of wall covering and floor covering replacements and insulation replacement. These improvements were funded from operating cash flow and Partnership reserves. The Partnership regularly evaluates the capital improvement needs of the property. Other than reconstruction related to the fire damage suffered in April 2011 (as discussed above), the Partnership has no material commitments for property improvements and replacements. Certain routine capital expenditures are anticipated during the remainder of 2011. Such capital expenditures will depend on the physical condition of the property as well as anticipated cash flow generated by the property and insurance proceeds.

 

Post Ridge Apartments

 

During the six months ended June 30, 2011, the Partnership completed approximately $140,000 of capital improvements at Post Ridge Apartments, consisting primarily of cabinets, wall covering and floor covering replacements. These improvements were funded from operating cash flow, replacement reserves and Partnership reserves. The Partnership regularly evaluates the capital improvement needs of the property. Other than costs incurred to address the land erosion related to the May 2010 rain storms (as discussed above), the Partnership has no material commitments for property improvements and replacements. Certain routine capital expenditures are anticipated during the remainder of 2011. Such capital expenditures will depend on the physical condition of the property as well as anticipated cash flow generated by the property, replacement reserves and Partnership reserves.

 

Capital expenditures will be incurred only if cash is available from operations, Partnership cash reserves or advances from AIMCO Properties, L.P., although AIMCO Properties, L.P. is not obligated to provide such advances.  To the extent that capital improvements are completed, the Partnership’s distributable cash flow, if any, may be adversely affected at least in the short term. 

 

The Partnership anticipates that exclusive of capital improvements and casualty repairs due to the April 2011 fire at 865 Bellevue Apartments and the May 2010 rain storm damage at Post Ridge Apartments, operating cash flows for the remainder of 2011 will be generally sufficient for the Partnership to meet its current obligations in 2011, including 2011 debt service. If cash flows are insufficient for the Partnership to meet its obligations in 2011, the Partnership may request advances of funds from AIMCO Properties, L.P., although AIMCO Properties, L.P. is not obligated to provide such advances. The mortgage indebtedness encumbering the Partnership’s investment properties of approximately $34,702,000 matures at various dates between 2015 and 2022 with balloon payments of approximately $8,964,000, $16,373,000, $1,644,000 and $3,086,000 due in 2015, 2019, 2020 and 2022, respectively. Since the Partnership’s term will expire on December 31, 2011 and the term cannot be extended, the General Partner is currently evaluating its plans with respect to the Partnership’s three properties (see merger discussion below).

 

There were no distributions declared or paid by the Partnership during the six months ended June 30, 2011 and 2010. If the merger transaction (as discussed below) is not consummated, future cash distributions will depend on the levels of cash generated from operations, and the timing of debt maturities, refinancings, and/or property sales. The Partnership’s cash available for distribution is reviewed on a monthly basis. There can be no assurance, however, that the Partnership will generate sufficient funds from operations after required capital improvement expenditures to permit any distributions to its partners in 2011 or subsequent periods.

 

Other

 

In addition to its indirect ownership of the general partner interest in the Partnership, Aimco and its affiliates owned 237,778.5 limited partnership units (the “Units”) in the Partnership representing 69.4% of the outstanding Units at June 30, 2011.  A number of these Units were acquired pursuant to tender offers made by Aimco or its affiliates. Pursuant to the Partnership Agreement, unitholders holding a majority of the Units are entitled to take action with respect to a variety of matters that include, but are not limited to, voting on certain amendments to the Partnership Agreement and voting to remove the General Partner. As a result of its ownership of 69.4% of the outstanding Units, Aimco is in a position to control all such voting decisions with respect to the Partnership. Although the General Partner owes fiduciary duties to the limited partners of the Partnership, the General Partner also owes fiduciary duties to Aimco as its sole stockholder. As a result, the duties of the General Partner, as general partner, to the Partnership and its limited partners may come into conflict with the duties of the General Partner to Aimco as its sole stockholder.

 

On July 28, 2011, the Partnership entered into an agreement and plan of merger (the “Merger Agreement”) with AIMCO Properties, L.P., a Delaware limited partnership, and AIMCO CCP IV Merger Sub LLC, a Delaware limited liability company of which AIMCO Properties, L.P. is the sole member (the “Merger Subsidiary”), pursuant to which the Merger Subsidiary will be merged with and into the Partnership, with the Partnership as the surviving entity.

 

In the merger, each unit of limited partnership interest (each, a “Unit”) of the Partnership outstanding immediately prior to the consummation of the merger (other than Units held by limited partners who perfect their appraisal rights pursuant to the Merger Agreement) will be converted into the right to receive, at the election of the limited partner, either (i) $57.44 in cash (the “Cash Consideration”) or (ii) a number of partnership common units of AIMCO Properties, L.P. calculated by dividing $57.44 by the average closing price of Aimco common stock, as reported on the New York Stock Exchange, over the ten consecutive trading days ending on the second trading day immediately prior to the effective time of the merger. However, if AIMCO Properties, L.P. determines that the law of the state or other jurisdiction in which a limited partner resides would prohibit the issuance of partnership common units of AIMCO Properties, L.P. in that state or other jurisdiction (or that registration or qualification in that state or jurisdiction would be prohibitively costly), then such limited partner will only be entitled to receive the Cash Consideration for each Unit. Those limited partners who do not make an election will be deemed to have elected to receive the Cash Consideration.

 

In the merger, AIMCO Properties, L.P.’s membership interest in the Merger Subsidiary will be converted into Units of the Partnership. As a result, after the merger, AIMCO Properties, L.P. will be the sole limited partner of the Partnership, holding all outstanding Units. CEI will continue to be the general partner of the Partnership after the merger, and the Partnership’s partnership agreement in effect immediately prior to the merger will remain unchanged after the merger.

 

Completion of the merger is subject to certain conditions, including approval by a majority in interest of the limited partners holding Units. As of June 30, 2011 and December 31, 2010, the Partnership had issued and outstanding 342,759 Units, and AIMCO Properties, L.P. and its affiliates owned 237,778.5 of those Units, or approximately 69.4% of the number of outstanding Units. AIMCO Properties, L.P and its affiliates have indicated that they intend to take action by written consent to approve the merger.

 

Critical Accounting Policies and Estimates

 

The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States, which require the Partnership to make estimates and assumptions. The Partnership believes that of its significant accounting policies, the following may involve a higher degree of judgment and complexity.

 

Impairment of Long-Lived Assets

 

Investment properties are recorded at cost, less accumulated depreciation, unless the carrying amount of the asset is not recoverable.  If events or circumstances indicate that the carrying amount of a property may not be recoverable, the Partnership will make an assessment of its recoverability by comparing the carrying amount to the Partnership’s estimate of the undiscounted future cash flows, excluding interest charges, of the property.   If the carrying amount exceeds the estimated aggregate undiscounted future cash flows, the Partnership would recognize an impairment loss to the extent the carrying amount exceeds the estimated fair value of the property.

 

Real property investment is subject to varying degrees of risk.  Several factors may adversely affect the economic performance and value of the Partnership’s investment properties.  These factors include, but are not limited to, general economic climate; competition from other apartment communities and other housing options; local conditions, such as loss of jobs or an increase in the supply of apartments that might adversely affect apartment occupancy or rental rates; changes in governmental regulations and the related cost of compliance; increases in operating costs (including real estate taxes) due to inflation and other factors, which may not be offset by increased rents; changes in tax laws and housing laws, including the enactment of rent control laws or other laws regulating multi-family housing; and changes in interest rates and the availability of financing.  Any adverse changes in these and other factors could cause an impairment of the Partnership’s assets.

 

Revenue Recognition

 

The Partnership generally leases apartment units for twelve-month terms or less.  The Partnership will offer rental concessions during particularly slow months or in response to heavy competition from other similar complexes in the area.  Rental income attributable to leases, net of any concessions, is recognized on a straight-line basis over the term of the lease.  The Partnership evaluates all accounts receivable from residents and establishes an allowance, after the application of security deposits, for accounts greater than 30 days past due on current tenants and all receivables due from former tenants.

 

ITEM 4.     CONTROLS AND PROCEDURES

 

(a)   Disclosure Controls and Procedures.

 

The Partnership’s management, with the participation of the principal executive officer and principal financial officer of the General Partner, who are the equivalent of the Partnership’s principal executive officer and principal financial officer, respectively, has evaluated the effectiveness of the Partnership’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of the period covered by this report. Based on such evaluation, the principal executive officer and principal financial officer of the General Partner, who are the equivalent of the Partnership’s principal executive officer and principal financial officer, respectively, have concluded that, as of the end of such period, the Partnership’s disclosure controls and procedures are effective.

 

(b)            Changes in Internal Control Over Financial Reporting.

 

There has been no change in the Partnership’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter to which this report relates that has materially affected, or is reasonably likely to materially affect, the Partnership’s internal control over financial reporting.


PART II - OTHER INFORMATION

 

 

ITEM 6.     EXHIBITS

 

See Exhibit Index.

 

The agreements included as exhibits to this Form 10-Q contain representations and warranties by each of the parties to the applicable agreement. These representations and warranties have been made solely for the benefit of the other parties to the applicable agreement and:

 

  • should not in all instances be treated as categorical statements of fact, but rather as a way of allocating the risk to one of the parties if those statements prove to be inaccurate;

 

  • have been qualified by disclosures that were made to the other party in connection with the negotiation of the applicable agreement, which disclosures are not necessarily reflected in the agreement;

 

  • may apply standards of materiality in a way that is different from what may be viewed as material to an investor; and

 

  • were made only as of the date of the applicable agreement or such other date or dates as may be specified in the agreement and are subject to more recent developments.

 

Accordingly, these representations and warranties may not describe the actual state of affairs as of the date they were made or at any other time. The Partnership acknowledges that, notwithstanding the inclusion of the foregoing cautionary statements, it is responsible for considering whether additional specific disclosures of material information regarding material contractual provisions are required to make the statements in this Form 10-Q not misleading. Additional information about the Partnership may be found elsewhere in this Form 10-Q and the Partnership’s other public filings, which are available without charge through the SEC’s website at http://www.sec.gov.



CONSOLIDATED CAPITAL PROPERTIES IV, LP

 

EXHIBIT INDEX

 

Exhibit

 

 

3           Certificate of Limited Partnership, as amended to date.

 

3.1         Seventh Amendment to The Limited Partnership Agreement of Consolidated Capital Properties IV, dated October 15, 2006 (Incorprorated by reference to the Partnership’s Quarterly Report on Form 10-QSB for the quarter ended September 30, 2006).

 

3.2         Eighth Amendment to the Limited Partnership Agreement of Consolidated Capital Properties IV, LP dated March 18, 2008. (Incorporated by reference to the Partnership’s Current Report on Form 10-Q dated November 14, 2008).

 

10.1        Agreement and Plan of Merger, dated July 28, 2011, by and among Consolidated Capital Properties, IV, LP, AIMCO Properties, L.P. and AIMCO CCP IV Merger Sub LLC. Incorporated by reference to the Registrant’s Current Report on Form 8-K filed on July 28, 2011.

 

10.110      Deed of Trust, Assignment of Leases and Rents and Security Agreement dated August 31, 2005 between AIMCO Arbours of Hermitage, LLC, a Delaware limited liability company and New York Life Insurance Company.  (Incorporated by reference to the Partnership’s Current Report on Form 8-K dated August 31, 2005).

 

10.111      Promissory Note dated August 31, 2005 between AIMCO Arbours of Hermitage, LLC, a Delaware limited liability company and New York Life Insurance Company.  (Incorporated by reference to the Partnership’s Current Report on Form 8-K dated August 31, 2005).

 

10.112      Guarantee Agreement dated August 31, 2005 between AIMCO Properties, L.P., a Delaware limited partnership and New York Life Insurance Company.  (Incorporated by reference to the Partnership’s Current Report on Form 8-K dated August 31, 2005).

 

10.129      Multifamily Note between Capmark Bank and Post Ridge Associates, Ltd., Limited Partnership, a Tennessee limited partnership, dated August 31, 2007. (Incorporated by reference to the Partnership’s Current Report on Form 8-K dated August 31, 2007.)

 

10.130      Amended and Restated Multifamily Note (Recast Transaction) between Federal Home Loan Mortgage Corporation and Post Ridge Associates, Ltd., Limited Partnership, a Tennessee limited partnership, dated August 31, 2007. (Incorporated by reference to the Partnership’s Current Report on Form 8-K dated August 31, 2007.)

 

10.149      Multifamily Note between Keycorp Real Estate Capital Markets, Inc., an Ohio corporation and CCP IV Knollwood, LLC, a Delaware limited liability company, dated February 19, 2009.  (Incorporated by reference to the Partnership’s Current Report on Form 8-K dated February 19, 2009)

 

10.150      Multifamily Deed of Trust, Assignment of Rents and Security Agreement between Keycorp Real Estate Capital Markets, Inc., an Ohio corporation and CCP IV Knollwood, LLC, a Delaware limited liability company, dated February 19, 2009.  (Incorporated by reference to the Partnership’s Current Report on Form 8-K dated February 19, 2009)

 

31.1        Certification of equivalent of Chief Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

31.2        Certification of equivalent of Chief Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

32.1        Certification of equivalent of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.