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Organization, Consolidation and Presentation of Financial Statements
9 Months Ended
Sep. 30, 2011
Organization, Consolidation and Presentation of Financial Statements 
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Text Block]

Note A – Basis of Presentation

 

The accompanying unaudited financial statements of Consolidated Capital Institutional Properties/2, LP (the "Partnership" or "Registrant") have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 8-03 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of ConCap Equities, Inc. (the "General Partner"), all adjustments (consisting of normal recurring items) considered necessary for a fair presentation have been included. The General Partner is a subsidiary of Apartment Investment and Management Company ("Aimco"), a publicly traded real estate investment trust. Operating results for the three and nine month periods ended September 30, 2011 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2011. The balance sheet at December 31, 2010 has been derived from the audited financial statements at that date but does not include all of the information and disclosures required by generally accepted accounting principles for complete financial statements. For further information, refer to the financial statements and footnotes thereto included in the Partnership's Annual Report on Form 10-K for the fiscal year ended December 31, 2010.

 

The Partnership Agreement provides that the Partnership is to terminate on December 31, 2013 unless terminated prior to that date. The Partnership Agreement also provides that the term of the Partnership cannot be extended beyond the termination date.

 

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

 

Organization:

 

On July 28, 2011, the Partnership entered into an agreement and plan of merger (the “Merger Agreement”) with AIMCO Properties, L.P., a Delaware limited partnership and AIMCO CCIP/2 Merger Sub LLC, a Delaware limited liability company of which AIMCO Properties, L.P. is the sole member (the “Merger Subsidiary”), pursuant to which the Merger Subsidiary will be merged with and into the Partnership, with the Partnership as the surviving entity.

 

In the merger, each Series A unit of limited partnership interest (each, a “Unit”) of the Partnership outstanding immediately prior to the consummation of the merger (other than Units held by limited partners who perfect their appraisal rights pursuant to the Merger Agreement) will be converted into the right to receive, at the election of the limited partner, either (i) $8.45 in cash (the “Cash Consideration”) or (ii) a number of partnership common units of AIMCO Properties, L.P. calculated by dividing $8.45 by the average closing price of Aimco common stock, as reported on the New York Stock Exchange, over the ten consecutive trading days ending on the second trading day immediately prior to the effective time of the merger. However, if AIMCO Properties, L.P. determines that the law of the state or other jurisdiction in which a limited partner resides would prohibit the issuance of partnership common units of AIMCO Properties, L.P. in that state or other jurisdiction (or that registration or qualification in that state or jurisdiction would be prohibitively costly), then such limited partner will only be entitled to receive the Cash Consideration for each Unit. Those limited partners who do not make an election will be deemed to have elected to receive the Cash Consideration.

 

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

 

Completion of the merger is subject to certain conditions, including approval by a majority in interest of the limited partners holding Units. In addition, the terms of the merger may be modified before the merger is completed. As of September 30, 2011 and December 31, 2010, there were issued and outstanding 908,499.10 Units, and AIMCO Properties, L.P. and its affiliates owned 574,447.25 of those Units, or approximately 63.23% of the number of Units outstanding. AIMCO Properties, L.P. and its affiliates have indicated that they intend to take action by written consent to approve the merger.

 

The accompanying statements of operations for the three and nine months ended September 30, 2011 and 2010 reflect the operations of Glenbridge Manor Apartments as income (loss) from discontinued operations due to its sale on September 9, 2010. In addition, the accompanying statement of operations for the nine months ended September 30, 2010 reflects the operations of Windemere Apartments as income from discontinued operations due to its sale on August 6, 2009.

 

The following table presents summarized results of operations related to the Partnership’s discontinued operations for the three and nine months ended September 30, 2011 and 2010 (in thousands):

 

Three and Nine Months Ended September 30, 2011

 

 

Glenbridge Manor

Apartments

 

 

Revenues

$   --

Expenses

    --

Casualty gain

    265

 Income from discontinued operations

 $  265

 

Three Months Ended September 30, 2010

 

 

Glenbridge Manor

Apartments

 

 

Revenues

$   712

Expenses

  (1,024)

Other expense

      (6)

Casualty gain

     29

Loss on early extinguishment of debt

    (105)

Loss from discontinued operations

 $  (394)

 

Nine Months Ended September 30, 2010

 

 

 

 

Windemere

Apartments

Glenbridge

Manor Apartments

 

Total

 

 

 

 

Revenues

$    --

$ 2,624

$ 2,624

Expenses

     --

  (2,963)

  (2,963)

Other income

     --

  1,664

  1,664

Casualty gain

     99

     29

    128

Impairment loss

     --

    (800)

    (800)

Loss on early extinguishment of debt

     --

    (105)

    (105)

Income from discontinued

 

 

 

  operations

$    99

$   449

$   548