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Deficient management leads INDITEX on the verge of fail BUCHAREST, ROMANIA - Zara wants to cover losses from theft with employees’ money. The management, theft and losses give headaches to the Spanish group INDITEX, the owner of the ZARA chain. Only 10 months before, on July 25th, 2011, the publication Ziarul Financiar announced the fact that “INDITEX takes the manager from the Douglas perfumeries” pointing at Paul Cuza, who previously had the function of General Manager for Parfumerie Douglas SRL. Currently, the Romanian INDITEX group performs salary and structural changes without precedent, which the management team from Bucharest doesn’t want to explain. The problem of the clothes theft is a known phenomenon, especially when it comes to expensive brands such as ZARA or Massimo Dutti. The phenomenon was publicly recognized even by the management of the INDITEX Group Romania, two years before. Probably worried by this fact, Mihai Cioltea, the development manager of the INDITEX Group from Romania, also named by the press as “the Zara man”, stated in 2010 for the economic website InCont the following: “They steal a lot. Only for the stores in Bucharest we have 10 cases of stealing per day, which we discover and, depending on the severity, we call the police”.[...] Read the rest of the article... |
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
FORM 10-K/A
(Mark One)
[ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED] For the fiscal year ended December 31, 1994 OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
Commission file number 0-11803
BALCOR EQUITY PROPERTIES-XIV (Exact name of registrant as specified in its charter)
Registrant's telephone number, including area code (708) 677-2900
Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act:
Limited Partnership Interests
(Title of class) 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 [ X ] No [ ] Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of Registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ X ] PART I
Item 1. Business
Balcor Equity Properties-XIV (the "Registrant") is a limited partnership formed in 1983 under the laws of the State of Illinois. The Registrant raised $85,105,000 from sales of Limited Partnership Interests. The Registrant's operations for the period included in this report consist exclusively of investment in and operation of real property, and all financial information included in this report relates to this industry segment. The Registrant utilized the net offering proceeds to acquire fourteen real property investments, of which all have been disposed. The Registrant sold the Oak Ridge, Towne Oaks South, and Belmere Apartments in 1994, which represented the final three properties owned by the Registrant. (See Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations for additional information.) Pursuant to the Partnership Agreement, when all interests in real estate are disposed of, the Registrant will be dissolved. As a result, the General Partner commenced liquidation of the Registrant. On February 28, 1995 the Registrant was dissolved, and on March 29, 1995 the Registrant's registration under the Securities Exchange Act of 1934 was terminated. The officers, directors and employees of Balcor Equity Partners-XIV, Inc., the General Partner of the Registrant, and its affiliates perform certain services for the Registrant. The Registrant has no employees engaged in its operations.
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations Summary of Operations Balcor Equity Properties - XIV (the "Partnership") recognized significantly higher income in 1994 than in 1993 as a result of the gains recognized from the sales of the Partnership's three remaining properties. The Partnership recognized higher net income in 1992 than in 1993 due to a property sale, gain from forgiveness of debt and a repayment of a wrap-around note receivable in 1992. Net income was also recognized in 1993 in connection with a property sale and a repayment of a wrap-around note receivable. Further discussion of the Partnership's operations is set forth below.
Operations
1994 Compared to 1993 The December 1993 sale of the Village Green Apartments, as well as the sales of the Oak Ridge and Towne Oaks South apartment complexes in September 1994, resulted in decreases in rental and service income, interest expense on mortgage notes payable, depreciation expense, amortization of deferred expenses, property operating expense, maintenance and repairs, real estate tax expense and property management fees for 1994 as compared to 1993. Interest income on short-term investments increased during 1994 as compared to 1993 primarily as a result of higher average interest rates and higher average cash balances as a result of the sales proceeds received from the sales of the Oak Ridge and Towne Oaks South apartment complexes. During December 1993, the purchaser of the Camelot Villas mobile home community repaid the wrap-around note receivable collateralized by the property. The repayment caused interest income on wrap-around and promissory notes receivable to cease in 1993 and contributed to the decrease in interest expense on mortgage notes payable during 1994 as compared to 1993. The December 1993 repayment of the General Partner loans caused interest expense on short-term loans to cease during 1994. During 1994, the Partnership sold its three remaining properties and recognized increased gains on sales of properties in 1994 as compared to 1993. The gain recognized in connection with the sale of the Belmere Apartments resulted in affiliate's participation in income from joint venture during 1994 as compared to a loss in 1993.
1993 Compared to 1992
Increases in the rental rates coupled with stable occupancy levels at the Belmere, Oak Ridge, Towne Oaks South and Village Green apartment complexes resulted in an increase in rental income at these properties. However, the sales of the Countryside Village Apartments during February 1992 and the Village Green Apartments in December 1993 led to a slight decrease in rental income for 1993 as compared to 1992. In September 1992, the purchaser of the American Colony Apartments repaid, at a discount, the wrap-around note receivable collateralized by the property. The repayment is the primary reason interest income on wrap-around and promissory notes receivable and interest expense on mortgage notes payable decreased during 1993 as compared to 1992. A repayment of a portion of the General Partner loans in the fourth quarter 1992, as well as declining interest rates, resulted in a decrease in interest expense on short-term loans during 1993 as compared to 1992. Maintenance and repairs expense increased during 1993 as compared to 1992 due to an increase in exterior painting costs and interior improvements at the Towne Oaks South Apartments. This increase was partially offset by a decrease in interior improvements at the Village Green Apartments during 1993, as well as the subsequent sale of Village Green Apartments during the fourth quarter of 1993. Increases in assessed property valuation and tax rates received from taxing authorities on the Oak Ridge and Belmere apartment complexes, respectively, resulted in an increase in real estate tax expense for 1993 as compared to 1992. Administrative expenses decreased during 1993 as compared to 1992 due to decreased accounting costs and a decrease in legal fees associated with the foreclosure of the Riverwood Village Apartments in 1992. The gain recognized in connection with the sale of the Countryside Village Apartments in 1992 resulted in a lower affiliates' participation in losses from joint ventures during 1992 as compared to 1993. During 1992, the affiliate also participated in an extraordinary gain related to the forgiveness of debt on the Countryside Village Apartments.
Liquidity and Capital Resources
The cash position of the Partnership increased substantially as of December 31, 1994 as compared to December 31, 1993. The Partnership's cash flow provided by operating activities was generated primarily from the Partnership's properties, and was partially offset by the payment of administrative expenses. The cash flow provided by investing activities consisted of sales proceeds from the sale of the Oak Ridge, Towne Oaks South and Belmere apartment complexes. These proceeds were partially offset by the payment of brokerage commissions and other selling costs. The net cash flow provided by operating and investing activities were partially used to fund financing activities consisting primarily of the repayment of the mortgage debt on the sold properties, as well as principal payments on mortgage notes payable. Financing activities also included contributions from the joint venture partner and amounts released to the Partnership in connection with the restricted escrow accounts on the Towne Oaks South mortgage note payable. Pursuant to the Partnership Agreement, when all interests in real estate are sold or otherwise disposed of, the Partnership will be dissolved. As a condition of the Belmere Apartments sale, the Partnership was required to retain $250,000 of the sale proceeds in cash reserves until February 12, 1995. The Partnership made a final distribution to Limited Partners in February 1995 of $8,129,230 ($95.52 per Interest) representing all remaining cash reserves, which included a capital contribution from the General Partner. (See Note 7. of Notes to Financial Statements for additional information.) Subsequently, the General Partner commenced liquidation of the Partnership. On February 28, 1995 the Partnership was dissolved, and on March 29, 1995 the Partnership's registration under the Securities Exchange Act of 1934 was terminated. The General Partner has not received any distribution of Net Cash Receipts or Net Cash Proceeds from the Partnership. Over the life of the Partnership, investors have received distributions of Net Cash Receipts of $19.75 and Net Cash Proceeds of $225.77, totaling $245.52 per $1,000 Interest, as well as certain tax benefits. INDEX TO FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULE Report of Independent Accountants Financial Statements: Balance Sheets, December 31, 1994 and 1993 Statements of Partners' Capital (Deficit), for the years ended December 31, 1994, 1993 and 1992 Statements of Income and Expenses, for the years ended December 31, 1994, 1993 and 1992 Statements of Cash Flows, for the years ended December 31, 1994, 1993 and 1992 Notes to Financial Statements Financial Statement Schedule: III - Real Estate and Accumulated Depreciation, as of December 31, 1994 Financial Statement Schedules, other than that listed, are omitted for the reason that they are inapplicable or equivalent information has been included elsewhere herein. REPORT OF INDEPENDENT ACCOUNTANTS
To the Partners of
We have audited the financial statements and the financial statement schedule of Balcor Equity Properties-XIV (An Illinois Limited Partnership) as listed in the index of this Form 10-K. These financial statements and the financial statement schedule are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements and the financial statement schedule based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. As described in Note 1 to the financial statements, the Partnership Agreement provided for the dissolution of the Partnership upon the sale of all its interests in real estate. The Partnership has ceased operations and was dissolved on February 28, 1995. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Balcor Equity Properties-XIV at December 31, 1994 and 1993, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 1994, in conformity with generally accepted accounting principles. In addition, in our opinion, the financial statement schedule referred to above, when considered in relation to the basic financial statements taken as a whole, presents fairly, in all material respects, the information required to be included therein. COOPERS & LYBRAND L.L.P.
Chicago, Illinois
BALCOR EQUITY PROPERTIES-XIV
BALANCE SHEETS
ASSETS
LIABILITIES AND PARTNERS' CAPITAL
The accompanying notes are an integral part of the financial statements
BALCOR EQUITY PROPERTIES-XIV
STATEMENTS OF PARTNERS' CAPITAL
for the years ended December 31, 1994, 1993 and 1992
The accompanying notes are an integral part of the financial statements
BALCOR EQUITY PROPERTIES-XIV
STATEMENTS OF INCOME AND EXPENSES
for the years ended December 31, 1994, 1993 and 1992
The accompanying notes are an integral part of the financial statements
BALCOR EQUITY PROPERTIES-XIV
STATEMENTS OF CASH FLOWS
for the years ended December 31, 1994, 1993 and 1992
The accompanying notes are an integral part of the financial statements
BALCOR EQUITY PROPERTIES-XIV
NOTES TO FINANCIAL STATEMENTS 1. Partnership Agreement and Termination of Partnership Affairs: The Partnership was organized on January 31, 1983. The Partnership Agreement provides for Balcor Equity Partners-XIV, Inc. to be the General Partner and for the admission of Limited Partners through the sale of up to 100,000 Limited Partnership Interests at $1,000 per Interest, 85,105 of which were sold on or prior to October 21, 1983, the termination date of the offering. The Partnership Agreement provides that the General Partner will be allocated 1% of the profits and losses. One hundred percent of Net Cash Receipts available for distribution shall be distributed to the holders of Interests. In addition, there shall be accrued for the benefit of the General Partner as its distributive share from operations, an amount equivalent to approximately 1% of the total Net Cash Receipts being distributed which will be paid only out of Net Cash Proceeds. Generally, when the Partnership sells or refinances its properties, the Net Cash Proceeds resulting therefrom, which are available for distribution, will be distributed only to holders of Interests until they have received an amount equal to their Original Capital plus certain levels of return, as specified by the Partnership Agreement. Only after such returns are made to the Limited Partners will the General Partner receive 20% of remaining Net Cash Proceeds available for distribution. The General Partner's share of Net Cash Proceeds will include its accrued distributive share from Net Cash Receipts. There have been no cash payments made to the General Partner under these provisions. Pursuant to the Partnership Agreement, when all interests in real estate are sold or otherwise disposed of, the Partnership will be dissolved. As a condition of the Belmere Apartments sale, the Partnership was required to retain $250,000 of the sale proceeds in cash reserves until February 12, 1995. The Partnership made a final distribution to Limited Partners in February 1995 of $8,129,230 ($95.52 per Interest) representing all remaining cash reserves, which included a capital contribution from the General Partner. (See Note 7. of Notes to Financial Statements for additional information.) Subsequently, the General Partner commenced liquidation of the Partnership, and on February 28, 1995 the Partnership was dissolved. The General Partner has not received any distribution of Net Cash Receipts or Net Cash Proceeds from the Partnership. 2. Accounting Policies: (a) As properties were disposed of, the related costs and accumulated depreciation were removed from the respective accounts. Any gain or loss on disposition was recognized in accordance with generally accepted accounting principles. (b) Deferred expenses consisted of loan commitment fees and loan financing fees which were amortized over the terms of the respective agreements. (c) Cash equivalents include all highly liquid investments with a maturity of three months or less when purchased. (d) The Partnership is not liable for Federal income taxes and each partner recognizes his proportionate share of the Partnership income or loss in his tax return; therefore, no provision for income taxes is made in the financial statements of the Partnership. (e) For financial statement purposes, in previous years partners were allocated income and loss in accordance with the profit and loss percentages in the Partnership Agreement. In order for the capital accounts of the General Partner and Limited Partners to appropriately reflect their respective remaining economic interests as provided for in the Partnership Agreement, the General Partner was allocated additional income in 1994 for financial statement purposes. (f) A reclassification has been made to the previously reported 1992 statements in order to provide comparability with the 1994 and 1993 statements. This reclassification has not changed the 1992 results. 3. Mortgage Notes Payable: Mortgage notes payable at December 31, 1993 consisted of the following:
(A) During 1994, these properties were sold. (See Note 8 of Notes to Financial Statements for additional information.) During the years ended December 31, 1994, 1993 and 1992, the Partnership incurred interest expense on mortgage notes payable to non-affiliates of $1,455,794, $2,340,799 and $2,948,858, respectively. The Partnership paid interest of $1,455,794 in 1994, $2,340,799 in 1993 and $3,018,858 in 1992. 4. Management Agreements: During 1994, prior to their respective sales, the Oak Ridge and Towne Oaks South apartment complexes were managed by Allegiance Realty Group, an affiliate of the General Partner. Belmere Apartments was managed by Allegiance Realty Group for a portion of the year and by a third-party management company at the time of sale. All of the management agreements provided for annual fees of 5% of gross operating receipts. 5. Affiliates' Participation in Joint Ventures: The Belmere Apartments, which was owned by a joint venture between the Partnership and an affiliated partnership, was sold in December 1994. Profits and losses, including the gain on property sale, were allocated 73.62% to the Partnership and 26.38% to the affiliate. (See Note 8 of Notes to Financial Statements for additional information.) The Countryside Village Apartments, which was owned by a joint venture between the Partnership and an affiliated partnership, was sold in February 1992. Profits and losses, including the gain on property sale, were allocated 84.39% to the Partnership and 15.61% to the affiliate. (See Notes 8 and 9 of Notes to Financial Statements for additional information.) 6. Tax Accounting: The Partnership keeps its books in accordance with the Internal Revenue Code, rules and regulations promulgated thereunder and existing interpretations thereof. The accompanying financial statements, which are prepared in accordance with generally accepted accounting principles, will differ from the tax returns due to the different treatment of various items as specified in the Internal Revenue Code. The net effect of these accounting differences is that the net income in 1994 in the financial statements is $5,790,297 less than the taxable income of the Partnership for the same period, including the long-term capital gains. 7. Transactions with Affiliates: Fees and expenses paid and payable by the Partnership to affiliates are:
(A) The General Partner elected to forego receipt of real estate commissions related to 1988 and subsequent property sales; in lieu of these commissions, the General Partner is reimbursed by the Partnership for actual expenses incurred in connection with property sales activities. Since the Limited Partners did not receive distributions in an amount equal to their Original Capital contribution, the General Partner was required to make a final contribution of $363,104 in February 1995 to the Partnership, in accordance with the Partnership Agreement which was included in the Net Cash Proceeds distribution to Limited Partners in February 1995. In December 1994, a joint venture consisting of the Partnership and an affiliate sold the Belmere Apartments. Pursuant to the sale agreement, the Partnership was required to retain $250,000 in cash reserves from the sale proceeds through February 12, 1995. Subsequently, the joint venture partner received $482,168 in February 1995, representing its share of the sale proceeds and its share of the remaining joint venture cash reserves, net of its fourth quarter capital contribution. As of December 31, 1992, the Partnership had loans from the General Partner totaling $3,213,034 which were borrowed to fund operating deficits and to meet cash requirements. During 1993, the Partnership borrowed an additional $84,670 and subsequently repaid the loans in full using proceeds from the prepayment of the Camelot Villa wrap-around note receivable, collection of the final payment of the Dunwoody Park Village deferred sale proceeds and proceeds from the sale of the Village Green Apartments. In connection with these loans, the Partnership incurred interest expense of $116,039 and $215,003 and paid interest of $127,993 and $264,323 during 1993 and 1992, respectively. Interest expense was computed at the American Express Company cost of funds rate plus a spread to cover administrative costs. In February 1992, a joint venture consisting of the Partnership and an affiliate sold the Countryside Village Apartments and used the net proceeds from the sale to repay, at a discount, the second mortgage loan owed to Balcor Real Estate Holdings Inc. ("BREHI"), an affiliate of the General Partner. (See Notes 8 and 9 of Notes to Financial Statements for additional information.) In addition, the Partnership sold the Oak Ridge Apartments in September 1994 and used the net proceeds from the sale to repay the second mortgage loan owed to BREHI. (See Note 8 of Notes to Financial Statements for additional information.) The Partnership, in connection with its loans payable to BREHI, incurred interest expense of $148,196, $145,516 and $223,115 and paid interest of $162,867, $147,522 and $588,041 during 1994, 1993 and 1992, respectively. The Partnership participates in an insurance deductible program with other affiliated partnerships in which the program pays claims up to the amount of the deductible under the master insurance policies for its properties. The program is administered by an affiliate of the General Partner who receives no fee for administering the program. The Partnership's premiums to the deductible insurance program were $36,814, $24,296 and $36,445 for 1994, 1993 and 1992, respectively. 8. Property Sales: During 1994, 1993 and 1992, the Partnership sold the Oak Ridge, Towne Oaks South and Belmere apartment complexes, the Village Green apartment complex and the Countryside Village apartment complex in separate all cash sales for $26,000,000, $8,100,000 and $6,050,000, respectively. From the proceeds of the sales, the Partnership paid $15,638,207, $6,850,000 and $4,756,687 respectively, in full satisfaction of the properties' first mortgage loans, paid $1,600,000 in 1994 and $944,908 in 1992 to an affiliate of the General Partner in full satisfaction of the second mortgage loans and paid brokerage commissions and other selling costs. The basis of these properties totaled $17,758,145, $6,169,406 and $5,577,224, net of accumulated depreciation of $15,468,570 $4,779,592 and $2,890,733, respectively. For financial statement purposes, the Partnership recognized gains of $7,260,202, $1,687,594 and $449,963 from the sales of these properties during 1994, 1993 and 1992, respectively. The affiliated minority joint venture partners share of gain resulting from these sales was $834,090 in 1994 and $70,239 in 1992. In addition, as a result of the sales of the Dunwoody Park Village apartment complex, the American Colony apartment complex and the Camelot Villa mobile home community during 1991, 1990 and 1989 respectively, the Partnership also recognized deferred gains on the sales of these properties of $2,377,103 and $3,719,149 in 1993 and 1992, respectively. 9. Extraordinary Item: In February 1992, the joint venture which owned the Countryside Village Apartments repaid, at a discount, the first and second mortgage loans collateralized by the property. Utilizing proceeds of $6,050,000 from the sale of the property, the joint venture paid $4,756,687 to the holder of the first mortgage loan, representing a discount of $713,397 from the outstanding loan balance, which was $5,470,084. The remaining proceeds of $1,293,313 were paid to BREHI as payment of the second mortgage loan. This amount represents a discount of $63,169 from the outstanding balance which consisted of principal of $1,008,077 and deferred interest of $348,405. This transaction produced an extraordinary gain on forgiveness of debt of $776,566, of which $121,222 was the minority joint venture partner's share. (See Note 8 of Notes to Financial Statements for additional information.) |
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