Attached files
| file | filename |
|---|---|
| EX-31 - BCTC V CERTIFICATION 302 - BF Garden Tax Credit Fund V L.P. | b51215cert302jpm.htm |
| EX-31 - BCTC V CERTIFICATION 302 - BF Garden Tax Credit Fund V L.P. | b51215cert302mnt.htm |
| EX-32 - BCTC V CERTIFICATION 906 - BF Garden Tax Credit Fund V L.P. | b51215cert906jpm.htm |
| EX-32 - BCTC V CERTIFICATION 906 - BF Garden Tax Credit Fund V L.P. | b51215cert906mnt.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 December 31, 2015
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 333-109898
BOSTON CAPITAL TAX CREDIT FUND V L.P.
(Exact name of registrant as specified in its charter)
|
Delaware |
14-1897569 |
|
(State or other jurisdiction |
(I.R.S. Employer |
|
of incorporation or organization) |
Identification No.) |
One Boston Place, Suite 2100, Boston, Massachusetts 02108
(Address of principal executive offices) (Zip Code)
(617) 624-8900
(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.
|
Yes ý |
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 during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
|
Yes ý |
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 (check one):
|
Large accelerated filer |
Accelerated filer |
|
Non-accelerated filer |
Smaller reporting company ý |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
|
Yes |
No ý |
BOSTON CAPITAL TAX CREDIT FUND V L.P.
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTER ENDED DECEMBER 31, 2015
TABLE OF CONTENTS
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PART I - FINANCIAL INFORMATION |
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Pages |
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Item 1. Condensed Financial Statements |
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Condensed Balance Sheets |
3-6 |
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Condensed Statements of Operations |
7-14 |
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Condensed Statements of Changes in Partners' Capital (Deficit) |
15-16 |
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Condensed Statements of Cash Flows |
17-20 |
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Notes to Condensed Financial Statements |
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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations |
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Item 3. Quantitative and Qualitative Disclosures About Market Risk |
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Item 4. Controls and Procedures |
36 |
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PART II - OTHER INFORMATION |
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Item 1. Legal Proceedings |
37 |
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Item 1A. Risk Factors |
37 |
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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds |
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Item 3. Defaults Upon Senior Securities |
37 |
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Item 4. Mine Safety Disclosures |
37 |
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Item 5. Other Information |
37 |
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Item 6. Exhibits |
37 |
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Signatures |
38 |
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Boston Capital Tax Credit Fund V L.P.
CONDENSED BALANCE SHEETS
(Unaudited)
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December 31, |
March 31, |
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ASSETS |
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INVESTMENTS IN OPERATING PARTNERSHIPS |
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OTHER ASSETS |
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Cash and cash equivalents |
922,567 |
854,750 |
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Acquisition costs, net |
337,696 |
540,313 |
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Other assets |
106,411 |
106,411 |
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$ 9,728,937 |
$10,651,845 |
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LIABILITIES |
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Accounts payable and accrued expenses |
$ 843 |
$ 843 |
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Accounts payable affiliates |
6,637,152 |
5,783,781 |
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Capital contributions payable |
101 |
101 |
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6,638,096 |
5,784,725 |
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PARTNERS' CAPITAL (DEFICIT) |
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Assignees |
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Units of limited partnership |
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General Partner |
(253,476) |
(249,035) |
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3,090,841 |
4,867,120 |
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$ 9,728,937 |
$10,651,845 |
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The accompanying notes are an integral part of these condensed statements
Boston Capital Tax Credit Fund V L.P.
CONDENSED BALANCE SHEETS
(Unaudited)
Series 47
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December 31, |
March 31, |
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ASSETS |
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INVESTMENTS IN OPERATING PARTNERSHIPS |
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OTHER ASSETS |
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Cash and cash equivalents |
234,585 |
218,870 |
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Acquisition costs, net |
59,802 |
95,682 |
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Other assets |
- |
- |
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$ 1,459,256 |
$ 1,539,915 |
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LIABILITIES |
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Accounts payable and accrued expenses |
$ 385 |
$ 385 |
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Accounts payable affiliates |
2,911,379 |
2,620,121 |
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Capital contributions payable |
- |
- |
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2,911,764 |
2,620,506 |
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PARTNERS' CAPITAL (DEFICIT) |
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Assignees |
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Units of limited partnership |
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General Partner |
(80,340) |
(79,410) |
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(1,452,508) |
(1,080,591) |
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$ 1,459,256 |
$ 1,539,915 |
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The accompanying notes are an integral part of these condensed statements
Boston Capital Tax Credit Fund V L.P.
CONDENSED BALANCE SHEETS
(Unaudited)
Series 48
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December 31, |
March 31, |
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ASSETS |
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INVESTMENTS IN OPERATING PARTNERSHIPS |
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OTHER ASSETS |
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Cash and cash equivalents |
233,874 |
222,229 |
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Acquisition costs, net |
68,654 |
109,847 |
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Other assets |
- |
- |
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$ 1,503,577 |
$ 1,604,626 |
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LIABILITIES |
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Accounts payable and accrued expenses |
$ 115 |
$ 115 |
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Accounts payable affiliates |
1,724,205 |
1,545,420 |
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Capital contributions payable |
- |
- |
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1,724,320 |
1,545,535 |
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PARTNERS' CAPITAL (DEFICIT) |
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Assignees |
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Units of limited partnership |
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General Partner |
(51,314) |
(50,614) |
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(220,743) |
59,091 |
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$ 1,503,577 |
$ 1,604,626 |
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The accompanying notes are an integral part of these condensed statements
Boston Capital Tax Credit Fund V L.P.
CONDENSED BALANCE SHEETS
(Unaudited)
Series 49
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December 31, |
March 31, |
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ASSETS |
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INVESTMENTS IN OPERATING PARTNERSHIPS |
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OTHER ASSETS |
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Cash and cash equivalents |
454,108 |
413,651 |
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Acquisition costs, net |
209,240 |
334,784 |
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Other assets |
106,411 |
106,411 |
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$ 6,766,104 |
$ 7,507,304 |
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LIABILITIES |
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Accounts payable and accrued expenses |
$ 343 |
$ 343 |
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Accounts payable affiliates |
2,001,568 |
1,618,240 |
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Capital contributions payable |
101 |
101 |
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2,002,012 |
1,618,684 |
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PARTNERS' CAPITAL (DEFICIT) |
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Assignees |
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Units of limited partnership |
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General Partner |
(121,822) |
(119,011) |
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4,764,092 |
5,888,620 |
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$ 6,766,104 |
$ 7,507,304 |
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The accompanying notes are an integral part of these condensed statements
Boston Capital Tax Credit Fund V L.P.
CONDENSED STATEMENTS OF OPERATIONS
Three Months Ended December 31,
(Unaudited)
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Income |
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Interest income |
$ 539 |
$ 499 |
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Other income |
6,152 |
- |
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6,691 |
499 |
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Share of loss from Operating |
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Expenses |
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Professional fees |
18,358 |
6,238 |
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Fund management fee, net (Note C) |
234,279 |
279,970 |
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Amortization |
67,539 |
145,077 |
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General and administrative expenses |
23,442 |
16,564 |
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343,618 |
447,849 |
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NET LOSS |
$ (530,921) |
$ (700,122) |
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Net loss allocated to |
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Net loss allocated to |
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Net loss per BAC |
$ (.04) |
$ (.06) |
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The accompanying notes are an integral part of these condensed statements
Boston Capital Tax Credit Fund V L.P.
CONDENSED STATEMENTS OF OPERATIONS
Three Months Ended December 31,
(Unaudited)
Series 47
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Income |
|
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Interest income |
$ 89 |
$ 64 |
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Other income |
738 |
- |
|
|
|
827 |
64 |
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Share of loss from Operating |
|
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|
|
|
|
|
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Expenses |
|
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|
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Professional fees |
6,038 |
2,238 |
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Fund management fee, net (Note C) |
92,086 |
92,820 |
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Amortization |
11,960 |
64,254 |
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General and administrative expenses |
7,216 |
5,088 |
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117,300 |
164,400 |
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NET LOSS |
$ (125,156) |
$ (169,696) |
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Net loss allocated to |
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Net loss allocated to |
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Net loss per BAC |
$ (.04) |
$ (.05) |
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The accompanying notes are an integral part of these condensed statements
Boston Capital Tax Credit Fund V L.P.
CONDENSED STATEMENTS OF OPERATIONS
Three Months Ended December 31,
(Unaudited)
Series 48
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Income |
|
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Interest income |
$ 104 |
$ 97 |
|
Other income |
- |
- |
|
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|
104 |
97 |
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Share of loss from Operating |
|
|
|
|
|
|
|
|
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Expenses |
|
|
|
|
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Professional fees |
5,861 |
2,000 |
|
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Fund management fee, net (Note C) |
55,295 |
59,595 |
|
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Amortization |
13,731 |
34,738 |
|
|
General and administrative expenses |
5,561 |
3,996 |
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|
80,448 |
100,329 |
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NET LOSS |
$ (87,257) |
$ (110,032) |
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Net loss allocated to |
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Net loss allocated to |
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Net loss per BAC |
|
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|
The accompanying notes are an integral part of these condensed statements
Boston Capital Tax Credit Fund V L.P.
CONDENSED STATEMENTS OF OPERATIONS
Three Months Ended December 31,
(Unaudited)
Series 49
|
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||
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Income |
|
|
|
|
|
Interest income |
$ 346 |
$ 338 |
|
Other income |
5,414 |
- |
|
|
|
5,760 |
338 |
|
|
Share of loss from Operating |
|
|
|
|
|
|
|
|
|
Expenses |
|
|
|
|
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Professional fees |
6,459 |
2,000 |
|
|
Fund management fee, net (Note C) |
86,898 |
127,555 |
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Amortization |
41,848 |
46,085 |
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General and administrative expenses |
10,665 |
7,480 |
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|
145,870 |
183,120 |
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NET LOSS |
$ (318,508) |
$ (420,394) |
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Net loss allocated to |
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Net loss allocated to |
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Net loss per BAC |
|
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|
The accompanying notes are an integral part of these condensed statements
Boston Capital Tax Credit Fund V L.P.
CONDENSED STATEMENTS OF OPERATIONS
Nine Months Ended December 31,
(Unaudited)
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||
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Income |
|||
|
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Interest income |
$ 27,864 |
$ 1,550 |
|
Other income |
16,925 |
3,304 |
|
|
|
44,789 |
4,854 |
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|
Share of loss from Operating |
|
|
|
|
|
|
|
|
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Expenses |
|
|
|
|
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Professional fees |
104,917 |
94,347 |
|
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Fund management fee, net (Note C) |
760,631 |
784,030 |
|
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Amortization |
202,617 |
435,233 |
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General and administrative expenses |
48,825 |
39,447 |
|
|
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1,116,990 |
1,353,057 |
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|
|
|
|
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|
NET LOSS |
$(1,776,279) |
$(2,327,135) |
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Net loss allocated to |
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Net loss allocated to |
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Net loss per BAC |
$ (.15) |
$ (.20) |
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|
|
|
The accompanying notes are an integral part of these condensed statements
Boston Capital Tax Credit Fund V L.P.
CONDENSED STATEMENTS OF OPERATIONS
Nine Months Ended December 31,
(Unaudited)
Series 47
|
|
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||
|
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|
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Income |
|
|
|
|
|
Interest income |
$ 258 |
$ 138 |
|
Other income |
7,875 |
- |
|
|
|
8,133 |
138 |
|
|
Share of loss from Operating |
|
|
|
|
|
|
|
|
|
Expenses |
|
|
|
|
|
Professional fees |
33,017 |
33,129 |
|
|
Fund management fee, net (Note C) |
274,587 |
257,457 |
|
|
Amortization |
35,880 |
192,764 |
|
|
General and administrative expenses |
15,297 |
12,293 |
|
|
358,781 |
495,643 |
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|
|
|
|
|
|
NET LOSS |
$ (371,917) |
$ (626,059) |
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Net loss allocated to |
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Net loss allocated to |
|
|
|
|
|
|
|
|
|
Net loss per BAC |
$ (.11) |
$ (.18) |
|
|
|
|
|
|
The accompanying notes are an integral part of these condensed statements
Boston Capital Tax Credit Fund V L.P.
CONDENSED STATEMENTS OF OPERATIONS
Nine Months Ended December 31,
(Unaudited)
Series 48
|
|
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||
|
|
|
|
|
|
Income |
|
|
|
|
|
Interest income |
$ 314 |
$ 215 |
|
Other income |
657 |
657 |
|
|
|
971 |
872 |
|
|
Share of loss from Operating |
|
|
|
|
|
|
|
|
|
Expenses |
|
|
|
|
|
Professional fees |
27,855 |
23,368 |
|
|
Fund management fee, net (Note C) |
166,985 |
171,085 |
|
|
Amortization |
41,193 |
104,214 |
|
|
General and administrative expenses |
12,496 |
9,805 |
|
|
248,529 |
308,472 |
|
|
|
|
|
|
|
NET LOSS |
$ (279,834) |
$ (360,723) |
|
|
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Net loss allocated to |
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Net loss allocated to |
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|
|
|
|
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|
|
Net loss per BAC |
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these condensed statements
Boston Capital Tax Credit Fund V L.P.
CONDENSED STATEMENTS OF OPERATIONS
Nine Months Ended December 31,
(Unaudited)
Series 49
|
|
|
||
|
|
|
|
|
|
Income |
|
|
|
|
|
Interest income |
$ 27,292 |
$ 1,197 |
|
Other income |
8,393 |
2,647 |
|
|
|
35,685 |
3,844 |
|
|
Share of loss from Operating |
|
|
|
|
|
|
|
|
|
Expenses |
|
|
|
|
|
Professional fees |
44,045 |
37,850 |
|
|
Fund management fee, net (Note C) |
319,059 |
355,488 |
|
|
Amortization |
125,544 |
138,255 |
|
|
General and administrative expenses |
21,032 |
17,349 |
|
|
509,680 |
548,942 |
|
|
|
|
|
|
|
NET LOSS |
$(1,124,528) |
$(1,340,353) |
|
|
|
|
|
|
|
Net loss allocated to |
|
|
|
|
|
|
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|
|
Net loss allocated to |
|
|
|
|
|
|
|
|
|
Net loss per BAC |
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these condensed statements
Boston Capital Tax Credit Fund V L.P.
CONDENSED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
Nine Months Ended December 31, 2015
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
Partners' capital |
|
|
|
|
|
|
|
|
|
Net loss |
(1,771,838) |
(4,441) |
(1,776,279) |
|
|
|
|
|
|
Partners' capital |
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these condensed statements
Boston Capital Tax Credit Fund V L.P.
CONDENSED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
Nine Months Ended December 31, 2015
(Unaudited)
|
|
|
General |
|
|
Series 47 |
|
|
|
|
Partners' capital |
|
|
|
|
Net loss |
(370,987) |
(930) |
(371,917) |
|
|
|
|
|
|
Partners' capital |
|
|
|
|
|
|
|
|
|
|
|
General |
|
|
Series 48 |
|
|
|
|
Partners' capital |
|
|
|
|
Net loss |
(279,134) |
(700) |
(279,834) |
|
|
|
|
|
|
Partners' capital |
|
|
|
|
|
|
|
|
|
|
|
General |
|
|
Series 49 |
|
|
|
|
Partners' capital |
|
|
|
|
|
|
|
|
|
Net loss |
(1,121,717) |
(2,811) |
(1,124,528) |
|
|
|
|
|
|
Partners' capital |
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these condensed statements
Boston Capital Tax Credit Fund V L.P.
CONDENSED STATEMENTS OF CASH FLOWS
Nine Months Ended December 31,
(Unaudited)
|
|
2015 |
2014 |
|||||
|
Cash flows from operating activities: |
|
|
|||||
|
|
|
|
|||||
|
|
Net loss |
$(1,776,279) |
$(2,327,135) |
||||
|
|
Adjustments to reconcile net loss |
|
|
||||
|
|
Amortization |
202,617 |
435,233 |
||||
|
|
Distributions from Operating |
|
|
||||
|
|
Share of Loss from Operating |
|
|
||||
|
|
Changes in assets and liabilities |
|
|
||||
|
|
Increase in other |
|
|
||||
|
|
Increase in accounts |
|
|
||||
|
|
|
|
|
||||
|
|
Net cash (used in) |
|
|
||||
|
|
|
|
|||||
|
INCREASE (DECREASE) IN CASH AND |
|
|
|||||
|
|
|
|
|||||
|
Cash and cash equivalents, beginning |
854,750 |
863,291 |
|||||
|
|
|
|
|||||
|
Cash and cash equivalents, ending |
$ 922,567 |
$ 739,473 |
|||||
The accompanying notes are an integral part of these condensed statements
Boston Capital Tax Credit Fund V L.P.
CONDENSED STATEMENTS OF CASH FLOWS
Nine Months Ended December 31,
(Unaudited)
Series 47
|
|
2015 |
2014 |
|||||
|
Cash flows from operating activities: |
|
|
|||||
|
|
|
|
|||||
|
|
Net loss |
$ (371,917) |
$ (626,059) |
||||
|
Adjustments to reconcile net loss |
|||||||
|
|
Amortization |
35,880 |
192,764 |
||||
|
|
Distributions from Operating |
|
|
||||
|
|
Share of Loss from Operating |
|
|
||||
|
|
Changes in assets and liabilities |
|
|
||||
|
|
Increase in other |
|
|
||||
|
|
Increase in accounts |
|
|
||||
|
|
|
|
|
||||
|
|
Net cash (used in) |
|
|
||||
|
|
|
|
|||||
|
INCREASE (DECREASE) IN CASH AND |
|
|
|||||
|
|
|
|
|||||
|
Cash and cash equivalents, beginning |
218,870 |
98,908 |
|||||
|
|
|
|
|||||
|
Cash and cash equivalents, ending |
$ 234,585 |
$ 132,996 |
|||||
|
|
|
|
|||||
The accompanying notes are an integral part of these condensed statements
Boston Capital Tax Credit Fund V L.P.
CONDENSED STATEMENTS OF CASH FLOWS
Nine Months Ended December 31,
(Unaudited)
Series 48
|
|
2015 |
2014 |
|||||
|
Cash flows from operating activities: |
|
|
|||||
|
Net loss |
$ (279,834) |
$ (360,723) |
|||||
|
|
Adjustments to reconcile net loss |
|
|
||||
|
|
Amortization |
41,193 |
104,214 |
||||
|
|
Distributions from Operating |
|
|
||||
|
|
Share of Loss from Operating |
|
|
||||
|
|
Changes in assets and liabilities |
|
|
||||
|
|
Increase in other |
|
|
||||
|
|
Increase in accounts |
|
|
||||
|
|
|
|
|
||||
|
|
Net cash (used in) |
|
|
||||
|
|
|
|
|||||
|
INCREASE (DECREASE) IN CASH AND |
|
|
|||||
|
|
|
|
|||||
|
Cash and cash equivalents, beginning |
222,229 |
189,928 |
|||||
|
|
|
|
|||||
|
Cash and cash equivalents, ending |
$ 233,874 |
$ 200,184 |
|||||
|
|
|
|
|||||
The accompanying notes are an integral part of these condensed statements
Boston Capital Tax Credit Fund V L.P.
CONDENSED STATEMENTS OF CASH FLOWS
Nine Months Ended December 31,
(Unaudited)
Series 49
|
|
2015 |
2014 |
|||||
|
Cash flows from operating activities: |
|
|
|||||
|
|
|
|
|||||
|
|
Net loss |
$(1,124,528) |
$(1,340,353) |
||||
|
|
Adjustments to reconcile net loss |
|
|
||||
|
|
Amortization |
125,544 |
138,255 |
||||
|
|
Distributions from Operating |
|
|
||||
|
|
Share of Loss from Operating |
|
|
||||
|
|
Changes in assets and liabilities |
|
|
||||
|
Increase in other |
|
|
|||||
|
|
Increase in accounts |
|
|
||||
|
|
|
|
|
||||
|
|
Net cash (used in) |
|
|
||||
|
|
|
|
|||||
|
INCREASE (DECREASE) IN CASH AND |
|
|
|||||
|
|
|
|
|||||
|
Cash and cash equivalents, beginning |
413,651 |
574,455 |
|||||
|
|
|
|
|||||
|
Cash and cash equivalents, ending |
$ 454,108 |
$ 406,293 |
|||||
|
|
|
|
|||||
The accompanying notes are an integral part of these condensed statements
Boston Capital Tax Credit Fund V L.P.
NOTES TO CONDENSED FINANCIAL STATEMENTS
December 31, 2015
(Unaudited)
NOTE A - ORGANIZATION
Boston Capital Tax Credit Fund V L.P. (the "Fund") was organized under the laws of the State of Delaware as of October 15, 2003, for the purpose of acquiring, holding, and disposing of limited partnership interests in operating partnerships which acquire, develop, rehabilitate, operate and own newly constructed, existing or rehabilitated low-income apartment complexes ("Operating Partnerships"). The general partner of the Fund is Boston Capital Associates V LLC, a Delaware limited liability company. The members of the general partner are Boston Capital Companion Limited Partnership, a Massachusetts limited partnership, and John P. Manning, who is the managing member. Additional managers of the general partner are Jeffrey H. Goldstein and Marc N. Teal. The general partner of Boston Capital Companion Limited Partnership is Boston Capital Partners II Corporation whose sole shareholder is John P. Manning. John P. Manning is the principal of Boston Capital Partners, Inc.
The assignor limited partner is BCTC V Assignor Corp., a Delaware corporation which is wholly-owned by John P. Manning. The assignor limited partner was formed for the purpose of serving in that capacity for the Fund and will not engage in any other business. Units of beneficial interest in the limited partnership interest of the assignor limited partner will be assigned by the assignor limited partner by means of beneficial assignee certificates ("BACs") to investors and investors will be entitled to all the rights and economic benefits of a limited partner of the Fund, including rights to a percentage of the income, gains, losses, deductions, credits and distributions of the Fund.
A Registration Statement on Form S-11 and the related prospectus, (the "Prospectus") were filed with the Securities and Exchange Commission and became effective January 2, 2004 in connection with a public offering ("Offering") in one or more series of a minimum of 250,000 BACs and a maximum of 7,000,000 BACs at $10 per BAC. On August 10, 2004, an amendment to Form S-11, which registered an additional 8,500,000 BACs for sale to the public in one or more series, became effective. As of December 31, 2015, subscriptions had been received and accepted by the Fund for 11,777,706 BACs representing capital contributions of $117,777,060.
Below is a summary of the BACs sold and total equity raised, by series, as of December 31, 2015:
|
Series |
Closing Date |
BACs Sold |
Equity Raised |
|
Series 47 |
April 30, 2004 |
3,478,334 |
$34,783,340 |
|
Series 48 |
August 12, 2004 |
2,299,372 |
$22,993,720 |
|
Series 49 |
April 29, 2005 |
6,000,000 |
$60,000,000 |
The Fund concluded its public offering of BACs in the Fund on April 29, 2005.
Boston Capital Tax Credit Fund V L.P.
NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
December 31, 2015
(Unaudited)
NOTE B - ACCOUNTING AND FINANCIAL REPORTING POLICIES
The condensed financial statements herein as of December 31, 2015 and for the three and nine months then ended have been prepared by the Fund, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. The Fund accounts for its investments in Operating Partnerships using the equity method, whereby the Fund adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued. Costs incurred by the Fund in acquiring the investments in the Operating Partnerships are capitalized to the investment account.
The Fund's accounting and financial reporting policies are in conformity with generally accepted accounting principles and include adjustments in interim periods considered necessary for a fair presentation of the results of operations. Such adjustments are of a normal recurring nature. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Fund's Annual Report on Form 10-K for the fiscal year ended March 31, 2015.
Amortization
Acquisition costs were amortized on the straight-line method over 27.5 years. Impairment losses have been recognized for the year ended March 31, 2015 of $418,353 for Series 47, $168,065 for Series 48 and $33,896 for Series 49. Impairment losses have been recognized for the year ended March 31, 2014 of $229,911 for Series 47 and $88,947 for Series 49. As of March 31, 2015, the lives of the remaining acquisition costs were reassessed and determined to be 2 years for all Series.
Accumulated amortization of acquisition costs by Series for the quarters ended December 31, 2015 and 2014 are as follows:
|
2015 |
2014 |
|
|
$ 35,880 |
$ 192,764 |
|
|
Series 48 |
41,193 |
521,070 |
|
Series 49 |
125,544 |
138,255 |
|
$ 202,617 |
$ 852,089 |
The annual amortization for deferred acquisition costs for the years ending December 31, 2016 and 2017 are estimated to be $270,156 and $67,540, respectively.
Boston Capital Tax Credit Fund V L.P.
NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
December 31, 2015
(Unaudited)
NOTE C - RELATED PARTY TRANSACTIONS
The Fund has entered into several transactions with various affiliates of the general partner, including Boston Capital Holdings Limited Partnership, Boston Capital Securities, Inc., and Boston Capital Asset Management L.P. as follows:
An annual fund management fee of .5 percent of the aggregate cost of all apartment complexes owned by the Operating Partnerships has been accrued to Boston Capital Asset Management L.P. Since reporting fees collected by the various series were added to reserves and not paid to Boston Capital Asset Management L.P., the amounts accrued are not net of reporting fees received. The fund management fee accrued for the quarters ended December 31, 2015 and 2014 are as follows:
|
|
2015 |
2014 |
|
Series 47 |
$ 97,086 |
$ 97,086 |
|
Series 48 |
59,595 |
59,595 |
|
Series 49 |
127,776 |
127,776 |
|
Total |
$284,457 |
$284,457 |
The fund management fees paid for the quarters ended December 31, 2015 and 2014 are as follows:
|
|
2015 |
2014 |
|
Series 47 |
$ - |
$ - |
|
Series 48 |
- |
- |
|
Series 49 |
- |
- |
|
Total |
$ - |
$ - |
The fund management fees paid for the nine months ended December 31, 2015 and 2014 are as follows:
|
|
2015 |
2014 |
|
Series 47 |
$ - |
$ - |
|
Series 48 |
- |
- |
|
Series 49 |
- |
125,000 |
|
Total |
$ - |
$125,000 |
NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS
At December 31, 2015 and 2014, the Fund has limited partnership interests in 50 Operating Partnerships, which own or are constructing apartment complexes.
The breakdown of Operating Partnerships within the Fund at December 31, 2015 and 2014 is as follows:
|
|
2015 |
2014 |
|
Series 47 |
15 |
15 |
|
Series 48 |
11 |
11 |
|
Series 49 |
24 |
24 |
|
Total |
50 |
50 |
The Fund's fiscal year ends March 31st for each year, while all the Operating Partnerships' fiscal years are the calendar year. Pursuant to the provisions of each Operating Partnership Agreement, financial results for each of the Operating Partnerships are provided to the Fund within 45 days after the close of each Operating Partnership's quarterly period. Accordingly, the financial results available for the Operating Partnerships are for the nine months ended September 30, 2015.
Boston Capital Tax Credit Fund V L.P.
NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
December 31, 2015
(Unaudited)
NOTE D - INVESTMENT IN OPERATING PARTNERSHIPS - (continued)
COMBINED CONDENSED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)
Total
|
|
2015 |
2014 |
|
|
Revenues |
|
|
|
|
|
Rental |
$ 17,401,770 |
$ 17,067,858 |
|
|
Interest and other |
563,127 |
557,602 |
|
|
17,964,897 |
17,625,460 |
|
|
|
|
|
|
|
Expenses |
|
|
|
|
|
Interest |
2,544,567 |
2,511,442 |
|
|
Depreciation and amortization |
4,972,097 |
4,998,269 |
|
|
Operating expenses |
12,295,424 |
11,955,711 |
|
|
19,812,088 |
19,465,422 |
|
|
|
|
|
|
|
NET LOSS |
$(1,847,191) |
$(1,839,962) |
|
|
|
|
|
|
|
Net loss allocated to Boston Capital Tax Credit Fund V L.P.* |
|
|
|
|
|
|
|
|
|
Net loss allocated to other Partners |
$ (18,472) |
$ (18,400) |
|
* Amounts include $1,124,641 and $842,630 for 2015 and 2014, respectively, of loss not recognized under the equity method of accounting.
The Fund accounts for its investments using the equity method of accounting. Under the equity method of accounting, the Fund adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued. However, the Fund recognizes individual operating losses only to the extent of capital contributions. Excess losses are suspended for use in future years to offset excess income.
Boston Capital Tax Credit Fund V L.P.
NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
December 31, 2015
(Unaudited)
NOTE D - INVESTMENT IN OPERATING PARTNERSHIPS - (continued)
COMBINED CONDENSED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)
Series 47
|
|
2015 |
2014 |
|
|
Revenues |
|
|
|
|
|
Rental |
$ 6,694,343 |
$ 6,621,288 |
|
|
Interest and other |
158,098 |
155,333 |
|
|
6,852,441 |
6,776,621 |
|
|
|
|
|
|
|
Expenses |
|
|
|
|
|
Interest |
994,937 |
925,773 |
|
|
Depreciation and amortization |
1,616,289 |
1,627,657 |
|
|
Operating expenses |
4,891,398 |
4,764,978 |
|
|
7,502,624 |
7,318,408 |
|
|
|
|
|
|
|
NET LOSS |
$ (650,183) |
$ (541,787) |
|
|
|
|
|
|
|
Net loss allocated to Boston Capital Tax Credit Fund V L.P.* |
|
|
|
|
|
|
|
|
|
Net loss allocated to other Partners |
$ (6,502) |
$ (5,418) |
|
* Amounts include $622,412 and $405,815 for 2015 and 2014, respectively, of loss not recognized under the equity method of accounting.
The Fund accounts for its investments using the equity method of accounting. Under the equity method of accounting, the Fund adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued. However, the Fund recognizes individual operating losses only to the extent of capital contributions. Excess losses are suspended for use in future years to offset excess income.
Boston Capital Tax Credit Fund V L.P.
NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
December 31, 2015
(Unaudited)
NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)
COMBINED CONDENSED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)
Series 48
|
|
2015 |
2014 |
|
|
Revenues |
|
|
|
|
|
Rental |
$ 3,702,355 |
$ 3,675,183 |
|
|
Interest and other |
94,659 |
94,052 |
|
|
3,797,014 |
3,769,235 |
|
|
|
|
|
|
|
Expenses |
|
|
|
|
|
Interest |
451,289 |
465,628 |
|
|
Depreciation and amortization |
973,435 |
999,665 |
|
|
Operating expenses |
2,618,102 |
2,559,660 |
|
|
4,042,826 |
4,024,953 |
|
|
|
|
|
|
|
NET LOSS |
$ (245,812) |
$ (255,718) |
|
|
|
|
|
|
|
Net loss allocated to Boston Capital Tax Credit Fund V L.P.* |
|
|
|
|
|
|
|
|
|
Net loss allocated to other Partners |
$ (2,458) |
$ (2,557) |
|
* Amounts include $211,078 and $200,038 for 2015 and 2014, respectively, of loss not recognized under the equity method of accounting.
The Fund accounts for its investments using the equity method of accounting. Under the equity method of accounting, the Fund adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued. However, the Fund recognizes individual operating losses only to the extent of capital contributions. Excess losses are suspended for use in future years to offset excess income.
Boston Capital Tax Credit Fund V L.P.
NOTES TO CONDENSED FINANCIAL STATEMENTS - CONTINUED
December 31, 2015
(Unaudited)
NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)
COMBINED CONDENSED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)
Series 49
|
|
2015 |
2014 |
|
|
Revenues |
|
|
|
|
|
Rental |
$ 7,005,072 |
$ 6,771,387 |
|
|
Interest and other |
310,370 |
308,217 |
|
|
7,315,442 |
7,079,604 |
|
|
|
|
|
|
|
Expenses |
|
|
|
|
|
Interest |
1,098,341 |
1,120,041 |
|
|
Depreciation and amortization |
2,382,373 |
2,370,947 |
|
|
Operating expenses |
4,785,924 |
4,631,073 |
|
|
8,266,638 |
8,122,061 |
|
|
|
|
|
|
|
NET LOSS |
$ (951,196) |
$(1,042,457) |
|
|
|
|
|
|
|
Net loss allocated to Boston Capital Tax Credit Fund V L.P.* |
|
|
|
|
|
|
|
|
|
Net loss allocated to other Partners |
$ (9,512) |
$ (10,425) |
|
* Amounts include $291,151 and $236,777 for 2015 and 2014, respectively, of loss not recognized under the equity method of accounting.
The Fund accounts for its investments using the equity method of accounting. Under the equity method of accounting, the Fund adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued. However, the Fund recognizes individual operating losses only to the extent of capital contributions. Excess losses are suspended for use in future years to offset excess income.
NOTE E - TAXABLE LOSS
The Fund's taxable loss for the calendar year ended December 31, 2015 is expected to differ from its loss for financial reporting purposes. This is primarily due to accounting differences in depreciation incurred by the Operating Partnerships and also differences between the equity method of accounting and the IRS accounting methods.
NOTE F - INCOME TAXES
The Fund 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 Fund's federal tax status as a pass-through entity is based on its legal status as a partnership. Accordingly, the Fund is not required to take any tax positions in order to qualify as a pass-through entity. The Fund 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 Fund has no other tax positions, which must be considered for disclosure. Income tax returns filed by the Fund are subject to examination by the Internal Revenue Service for a period of three years. While no income tax returns are currently being examined by the Internal Revenue Service, tax years since 2011 remain open.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
This Management's Discussion and Analysis of Financial Condition and Results of Operations contains forward-looking statements including our intentions, hopes, beliefs, expectations, strategies and predictions of our future activities, or other future events or conditions. These statements are "forward looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are intended to be covered by the safe harbors created by these acts. Investors are cautioned that all forward-looking statements involve risks and uncertainty, including, for example, the factors identified in Part I, Item 1A. "Risk Factors" of our Annual Report on Form 10-K for the fiscal year ended March 31, 2015. Although we believe that the assumptions underlying these forward-looking statements are reasonable, any of the assumptions could be inaccurate, and there can be no assurance that the forward-looking statements included in this Report will prove to be accurate. In light of the significant uncertainties inherent in these forward-looking statements, the inclusion of this information should not be regarded as a representation by us or any other person that our objectives and plans will be achieved.
Liquidity
The Fund's primary source of funds is the proceeds of the Offering. Other sources of liquidity include (i) interest earned on capital contributions held pending investment and on working capital and (ii) cash distributions from operations of the Operating Partnerships in which the Fund has and will invest. The Fund does not anticipate significant cash distributions from operations of the Operating Partnerships.
The Fund is currently accruing the fund management fee. Fund management fees accrued during the quarter ended December 31, 2015 were $284,457 and total fund management fees accrued as of December 31, 2015 were $6,637,152. During the quarter ended December 31, 2015, none of the accrued fund management fees were paid. Pursuant to the Partnership Agreement, these liabilities will be deferred until the Fund receives proceeds from sales of the Operating Partnerships, which will be used to satisfy these liabilities. The Fund's working capital and sources of liquidity coupled with affiliated party liability accruals allow sufficient levels of liquidity to meet the third party obligations of the Fund. The Fund is currently unaware of any trends
which would create insufficient liquidity to meet future third party obligations of the Fund.
Capital Resources
The Fund offered BACs in the Offering declared effective by the Securities and Exchange Commission on January 2, 2004. The Fund received $34,783,340, $22,993,720 and $60,000,000 representing 3,478,334, 2,299,372 and 6,000,000 BACs from investors admitted as BAC Holders in Series 47, Series 48 and Series 49, respectively, as of December 31, 2015.
Series 47
The Fund commenced offering BACs in Series 47 on January 2, 2004. Offers and sales of BACs in Series 47 were completed on April 30, 2004. The Fund has committed proceeds to pay initial and additional installments of capital contributions to 15 Operating Partnerships in the amount of $26,409,598.
During the quarter ended December 31, 2015, Series 47 did not record any releases of capital contributions. Series 47 has released all payments of its capital contributions to the Operating Partnerships.
Series 48
The Fund commenced offering BACs in Series 48 on May 11, 2004. Offers and sales of BACs in Series 48 were completed on August 12, 2004. The Fund has committed proceeds to pay initial and additional installments of capital contributions to 11 Operating Partnerships in the amount of $17,452,406.
During the quarter ended December 31, 2015, Series 48 did not record any releases of capital contributions. Series 48 has released all payments of its capital contributions to the Operating Partnerships.
Series 49
The Fund commenced offering BACs in Series 49 on August 24, 2004. Offers and sales of BACs in Series 49 were completed on April 29, 2005. The Fund has committed proceeds to pay initial and additional installments of capital contributions to 24 Operating Partnerships in the amount of $45,728,155.
During the quarter ended December 31, 2015, Series 49 did not record any releases of capital contributions. Series 49 has outstanding contributions payable to 1 Operating Partnership in the amount of $101, as of December 31, 2015. The remaining contributions will be released when the Operating Partnership have achieved the conditions set forth in their partnership agreement.
Results of Operations
As of December 31, 2015, the Fund held limited partnership interests in 50 Operating Partnerships. In each instance the apartment complex owned by the applicable Operating Partnership is eligible for the federal housing tax credit. Initial occupancy of a unit in each apartment complex which complied with the minimum set-aside test (i.e., initial occupancy by tenants with incomes equal to no more than a certain percentage of area median income) and the rent restriction test (i.e., gross rent charged tenants does not exceed 30% of the applicable income standards) is referred to as "Qualified Occupancy." Each of the Operating Partnerships and each of the respective apartment complexes are described more fully in the Prospectus or applicable report on Form 8-K. The general partner of the Fund believes that there is adequate casualty insurance on the properties.
The Fund incurred a fund management fee to Boston Capital Asset Management Limited Partnership in an amount equal to .5 percent of the aggregate cost of the apartment complexes owned by the Operating Partnerships, less the amount of certain asset management and reporting fees paid by the Operating Partnerships. The fund management fees incurred and the reporting fees paid by the Operating Partnerships for the three and nine months ended December 31, 2015 are as follows:
|
3 Months |
|
3 Months |
|
|
Series 47 |
$ 97,086 |
$ 5,000 |
$ 92,086 |
|
Series 48 |
59,595 |
4,300 |
55,295 |
|
Series 49 |
127,776 |
40,878 |
86,898 |
|
|
$284,457 |
$50,178 |
$234,279 |
|
6 Months |
|
6 Months |
|
|
Series 47 |
$291,258 |
$16,671 |
$274,587 |
|
Series 48 |
178,785 |
11,800 |
166,985 |
|
Series 49 |
383,328 |
64,269 |
319,059 |
|
|
$853,371 |
$92,740 |
$760,631 |
The Fund's investment objectives do not include receipt of significant cash distributions from the Operating Partnerships in which it has invested or intends to invest. The Fund's investments in Operating Partnerships have been and will be made principally with a view towards realization of federal housing tax credits for allocation to its partners and BAC holders.
Series 47
As of December 31, 2015 and 2014, the average Qualified Occupancy was 100%. The series had a total of 15 properties at December 31, 2015, all of which were at 100% Qualified Occupancy.
For the nine month periods ended December 31, 2015 and 2014, Series 47 reflects a net loss from Operating Partnerships of $(650,183) and $(541,787), respectively, which includes depreciation and amortization of $1,616,289 and $1,627,657, respectively. This is an interim period estimate; it is not indicative of the final year-end results.
CP Continental L.P. (Time Square on the Hill) is a 200-unit family development located in Fort Worth, TX. Due to low rental rates and high operating expenses, the property operates below breakeven. The investment general partner will continue to work with the operating general partner and the management company to monitor and improve operations. The operating general partner's operating deficit guarantee is unlimited in time and up to $542,490. The 15-year low income tax credit compliance period with respect to CP Continental expires on December 31, 2019.
McEver Vineyards, L.P. (McEver Vineyards Apartments) is a 220-unit family property in Gainesville, GA. Due to high operating expenses, burdensome debt service and insufficient rental rates the property operates below breakeven. The investment general partner continues to work with the operating general partner and the management company to improve operations. Whether the operating general partner's operating deficit guarantee has expired is in dispute by the operating general partner and the investment general partner. Nevertheless, operating deficits have been partially financed by advances from the operating general partner in the past several years. The 15-year low income tax credit compliance period with respect to McEver Vineyards, LP expires on December 31, 2019. The operating general partner signed a letter of intent in December 2015 to sell the property to a buyer who has agreed to manage the property compliant with the requirements of Section 42 and will sign a post transfer compliance and indemnity agreement and a personal guaranty. It is expected that the subject sale will be completed late in the first quarter of 2016. There will be no distributable proceeds to the investment limited partners from the sale. If the subject sale doesn't close and the operating general partner stops funding deficits in 2016 causing a mortgage default and subsequent foreclosure, the estimated tax credit recapture cost plus interest penalties will be $775,778; this amount is equivalent to $223 per 1,000 BACs.
Park Plaza Village Limited Partnership (Park Plaza Village Apartments) is a 14-unit family property in Temple, OK. Due to fluctuating occupancy and high expenses in 2014, the property operated below breakeven. The investment general partner will continue to work with the operating general partner and the management company to monitor and improve operations. The operating general partner's operating deficit guarantee expired on August 31, 2014. The 15-year low income housing tax credit compliance period with respect to Park Plaza Village, LP expires on December 31, 2018.
Hillsboro Fountainhead, L.P. (Pecan Creek Apartments) is a 48-unit family property in Hillsboro, Texas. Due to low occupancy, insufficient rental income and high operating expenses, the property continues to operate below breakeven. The investment general partner will continue to work closely with the operating general partner and the affiliated management company to improve operations. The operating general partner's operating deficit guarantee has expired; however, operating general partner continues to fund deficits through advances and by accruing management fees. The 15-year low income housing tax credit compliance period with respect to Hillsboro Fountainhead, L.P., expires on December 31, 2019.
Series 48
As of December 31, 2015 and 2014, the average Qualified Occupancy was 100%. The series had a total of 11 properties at December 31, 2015, all of which were at 100% Qualified Occupancy.
For the nine month periods ended December 31, 2015 and 2014, Series 48 reflects a net loss from Operating Partnerships of $(245,812) and $(255,718), respectively, which includes depreciation and amortization of $973,435 and $999,665, respectively. This is an interim period estimate; it is not indicative of the final year-end results.
McEver Vineyards, L.P. (McEver Vineyards Apartments) is a 220-unit family property in Gainesville, GA. Due to high operating expenses, burdensome debt service and insufficient rental rates the property operates below breakeven. The investment general partner continues to work with the operating general partner and the management company to improve operations. Whether the operating general partner's operating deficit guarantee has expired is in dispute by the operating general partner and the investment general partner. Nevertheless, operating deficits have been partially financed by advances from the operating general partner in the past several years. The 15-year low income tax credit compliance period with respect to McEver Vineyards, LP expires on December 31, 2019. The operating general partner signed a letter of intent in December 2015 to sell the property to a buyer who has agreed to manage the property compliant with the requirements of Section 42 and will sign a post transfer compliance and indemnity agreement and a personal guaranty. It is expected that the subject sale will be completed late in the first quarter of 2016. There will be no distributable proceeds to the investment limited partners from the sale. If the subject sale doesn't close and the operating general partner stops funding deficits in 2016 causing a mortgage default and subsequent foreclosure, the estimated tax credit recapture cost plus interest penalties will be $775,778; this amount is equivalent to $337 per 1,000 BACs.
Wyndam-Emporia (Wyndam Place Senior Residences) is a 42-unit senior property located in Emporia, KS. Due to low occupancy the property continues to operate below breakeven. The investment general partner will continue to work with the operating general partner and the management company to monitor and improve operations. Effective January 1, 2016, the operating general partner modified the existing loan resulting in an annual debt service reduction of $14,000. The operating general partner remains under the operating deficit guarantee until the property can demonstrate 12 consecutive months of above breakeven operations. The 15-year low income housing tax credit compliance period with respect to Wyndam Place Senior Residences expires on December 31, 2020.
Series 49
As of December 31, 2015 and 2014, the average Qualified Occupancy was 100%. The series had a total of 24 properties at December 31, 2015, all of which were at 100% Qualified Occupancy.
For the nine month periods ended December 31, 2015 and 2014, Series 49 reflects a net loss from Operating Partnerships of $(951,196) and $(1,042,457), respectively, which includes depreciation and amortization of $2,382,373 and $2,370,947, respectively. This is an interim period estimate; it is not indicative of the final year-end results.
Rosewood Senior Apartments (Rosewood Place, LLC) is a 144-unit apartment development for seniors located in Lenexa, Kansas. The property operated above breakeven during 2015. The investment general partner continues to monitor the personal Chapter 7 bankruptcy of the principal of the operating general partner and regularly receives verbal updates from the bankruptcy trustee on the status and progress on the liquidation of the operating general partner's personal assets, including the eventual sale of his operating general partner interest in the subject Operating Partnership. Although the operating general partner's operating deficit guarantee has not expired, it has no ability to honor this guarantee due to aforementioned personal bankruptcy filing by its principal. The 15-year low income tax credit compliance period with respect to Rosewood Place, LLC expires on December 31, 2021.
Rural Housing Partners of Mauston L.P. (Brookview I & II Apartments) is a 22-unit family property located in Mauston, WI. Due to low occupancy and insufficient rental income the property operates below breakeven. The investment general partner will continue to work with the operating general partner and the management company to monitor and improve the occupancy level. The operating general partner's operating deficit guarantee has expired. The 15-year low income housing tax credit compliance period with respect to Rural Housing Partners of Mauston, LP expires on December 31, 2019.
Kaufman Fountainhead, LP (Briarwood Apartments) is a 48-unit family property in Kaufman, Texas. Due to improved occupancy the property is operating above breakeven operations. The investment general partner will continue to work closely with the operating general partner and the affiliated management company to monitor and improve operations. The operating general partner's operating deficit guarantee has expired; still, the operating general partner has been funding deficits by accruing management fees and with cash advances as needed. The 15-year low income housing tax credit compliance period with respect to Kaufman Fountainhead, LP expires on December 31, 2021. As operations have improved to above breakeven status, the investment general partner will cease reporting for Kaufman Fountainhead, LP subsequent to December 31, 2015.
Linden - Bartlesville Partners, L.P. (The Linden's Apartments) is a 54-unit family property located in Bartlesville, OK. Due to decreasing occupancy levels since the fourth quarter of 2014, the property operates below breakeven. The investment general partner will continue to work with the operating general partner and the management company to monitor and improve operations. The operating deficit guarantee expired on March 31, 2010. The 15-year low income housing tax credit compliance period with respect to Linden - Bartlesville Partners, L.P., expires on December 31, 2020.
Meadow Glen Apartments, Limited Partnership (Meadow Glen Apartments) is a 20-unit family property located in Kingfisher, OK. Due to decreasing occupancy levels in the first quarter of 2015, the property operated below breakeven. The investment general partner will continue to work with the operating general partner and the management company to monitor and improve operations. The operating deficit guarantee expired on September 30, 2008. The 15-year low income housing tax credit compliance period with respect to Meadow Glen Apartments, Limited Partnership, expires on December 31, 2019.
Off Balance Sheet Arrangements
None.
Principal Accounting Policies and Estimates
The financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (GAAP), which require the Fund to make various estimates and assumptions. The following section is a summary of some aspects of those accounting policies that may require subjective or complex judgments and are most important to the portrayal of the Fund's financial condition and results of operations. The Fund believes that there is a low probability that the use of different estimates or assumptions in making these judgments would result in materially different amounts being reported in the financial statements.
The Fund is required to assess potential impairments to its long-lived assets, which are primarily investments in limited partnerships. The Fund accounts for its investment in limited partnerships in accordance with the equity method of accounting since the Fund does not control the operations of the Operating Partnerships. The purpose of an impairment analysis is to verify that the real estate investment balance reflected on the balance sheet does not exceed the value of the underlying investments.
If the book value of the Fund's investment in an Operating Partnership exceeds the estimated value derived by management, which generally consists of the remaining future Low-Income Housing Credits allocable to the Fund and the estimated residual value to the Fund, the Fund reduces its investment in the Operating Partnership.
The main reason an impairment loss typically occurs is that the annual operating losses, recorded in accordance with the equity method of accounting, of the investment in limited partnership does not reduce the balance as quickly as the annual use of the tax credits. In years prior to the year ended March 31, 2009, management included remaining tax credits as well as residual value in the calculated value of the underlying investments. However, management decided to take a more conservative approach to the investment calculation and determined that the majority of the residual value component of the valuation was zero for the years ended, March 31, 2015 and 2014. However, it is important to note that this change in the accounting estimate to the calculation method of the impairment loss has no effect on the actual value or performance of the overall investment, nor does it have any effect on the remaining credits to be generated.
In accordance with the accounting guidance for the consolidation of variable interest entities, the Fund 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. The analysis that must be performed to determine which entity should consolidate a VIE focuses on control and economic factors. A VIE is a legal structure used to conduct activities or hold assets, which must be consolidated by a company if it is the primary beneficiary because it 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 guidance requires continual reconsideration of the primary beneficiary of a VIE.
Principal Accounting Policies and Estimates - continued
Based on this guidance, the Operating Partnerships in which the Fund invests meet the definition of a VIE because the owners of the equity at risk in these entities do not have the power to direct their operations. However, management does not consolidate the Fund's interests in these VIEs, as it is not considered to be the primary beneficiary since it does not have the power to direct the activities that are considered most significant to the economic performance of these entities. The Fund currently records the amount of its investment in these partnerships as an asset on its balance sheets, recognizes its share of partnership income or losses in the statements of operations, and discloses how it accounts for material types of these investments in its financial statements. The Fund's balance in investment in Operating Partnerships, advances made to Operating Partnerships, plus the risk of recapture of tax credits previously recognized on the investments, represents its maximum exposure to loss. The Fund's exposure to loss on these partnerships is mitigated by the condition and financial performance of the underlying housing complexes as well as the strength of the general partners and their guarantee against credit recapture to the investors of the Fund.
Recent Accounting Pronouncement
In February, 2015, the FASB issued ASU No. 2015-02, "Consolidation (Topic 810): Amendments to the Consolidation Analysis". This will improve certain areas of consolidation guidance for reporting organizations that are required to evaluate whether to consolidate certain legal entities such as limited partnerships, limited liability corporations, and securitization structures. ASU 2015-02 simplified and improves GAAP by: eliminating the presumption that a general partner should consolidate a limited partnership, eliminating the indefinite deferral of FASB Statement No. 167, thereby reducing the number of Variable Interest Entity (VIE) consolidation models from four to two (including the limited partnership consolidation model), and clarifying when fees paid to a decision maker should be a factor to include in the consolidation of VIEs. ASU 2015-02 will be effective for periods beginning after December 15, 2015. The Fund is currently evaluating the potential impact of the adoption of this guidance on its financial statements.
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Item 3 |
Quantitative and Qualitative Disclosures About Market Risk |
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Not Applicable
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Item 4 |
Controls and Procedures |
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(a) |
Evaluation of Disclosure Controls and Procedures |
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As of the end of the period covered by this report, the Fund's general partner, under the supervision and with the participation of the Principal Executive Officer and Principal Financial Officer of Boston Capital Associates V LLC, carried out an evaluation of the effectiveness of the Fund's "disclosure controls and procedures" as defined under the Securities Exchange Act of 1934 Rules 13a-15 and 15d-15 with respect to each series individually, as well as the Fund as a whole. Based on that evaluation, the Fund's Principal Executive Officer and Principal Financial Officer have concluded that as of the end of the period covered by this report, the Fund's disclosure controls and procedures were effective to ensure that information relating to any series or the Fund as a whole required to be disclosed by it in the reports that it files or submits under the Securities Exchange Act of 1934 (i) is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and (ii) is accumulated and communicated to the Fund's management, including the Fund's Principal Executive Officer and Principal Financial Officer, as appropriate, to allow timely decisions regarding required disclosure with respect to each series individually, as well as the Fund as a whole.
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(b) |
Changes in Internal Controls |
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There were no changes in the Fund's internal control over financial reporting that occurred during the quarter ended December 31, 2015 that materially affected, or are reasonably likely to materially affect, the Fund's internal control over financial reporting. |
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PART II - OTHER INFORMATION
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Item 1. |
Legal Proceedings |
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None |
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Item 1A. |
Risk Factors |
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There have been no material changes from the risk factors set forth under Part I, Item 1A. "Risk Factors" in our Form 10-K for the fiscal year ended March 31, 2015. |
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Item 2. |
Unregistered Sales of Equity Securities and Use of Proceeds |
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None |
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Item 3. |
Defaults upon Senior Securities |
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None |
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Item 4. |
Mine Safety Disclosures |
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Not Applicable |
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Item 5. |
Other Information |
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None |
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Item 6. |
Exhibits |
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(a)Exhibits |
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31.a Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, of John P. Manning, Principal Executive Officer, filed herewith |
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31.b Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, of Marc N. Teal, Principal Financial Officer, filed herewith |
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32.a Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of John P. Manning, Principal Executive Officer, filed herewith |
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32.b Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Marc N. Teal, Principal Financial Officer, filed herewith |
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101. The following materials from the Boston Capital Tax Credit Fund V L.P. Quarterly Report on Form 10-Q for the quarterly period ended December 31, 2015 formatted in Extensible Business Reporting Language (XBRL): (i) the Condensed Balance Sheets, (ii) the Condensed Statements of Operations, (iii) the Condensed Statements of Changes in Partners' Capital (Deficit), (iv) the Condensed Statements of Cash Flows and (v) related notes, filed herein |
SIGNATURES
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 hereunto duly authorized.
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Boston Capital Tax Credit Fund V L.P. |
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By: |
Boston Capital Associates V LLC, |
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Date: February 12, 2016 |
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By: |
/s/ John P. Manning |
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Managing Member |
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Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
Fund and in the capacities and on the dates indicated:
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DATE: |
SIGNATURE: |
TITLE: |
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February 12, 2016 |
/s/ John P. Manning John P. Manning |
Director, President (Principal Executive Officer), Boston Capital Partners II Corp.; Director, President (Principal Executive Officer), BCTC V Assignor Corp. |
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February 12, 2016 |
/s/ Marc N. Teal Marc N. Teal |
Sr. Vice President, Chief Financial Officer (Principal Financial and Accounting Officer), Boston Capital Partners II Corp.; Sr. Vice President, Chief Financial Officer (Principal Financial and Accounting Officer), BCTC V Assignor Corp. |
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