Loading...
HomeMy WebLinkAboutDenton Audit 08-31-09 TEXAS STUDENT HOUSING CORPORATION THE RIDGE AT NORTH TEXAS PROJECT FINANCIAL REPORT AUGUST 31, 2009 TEXAS STUDENT HOUSING CORPORATION THE RIDGE AT NORTH TEXAS PROJECT TABLE OF CONTENTS AUGUST 31,2009 Page Number FINANCIAL SECTION Independent Auditors' Report............................................................................................. 1 -2 Management's Discussion and Analysis ............................................................................ 3 -6 Financial Statements: Statement of Net Assets................................................................................................... 7 Statement of Revenues, Expenses and Changes in Net Assets........................................ 8 Statementof Cash Flows ................................................................................................. 9 Notes to Financial Statements.......................................................................................... 10- 18 SUPPLEMENTAL SCHEDULES Schedule I—Schedule of Revenues and Expenses............................................................. 19 Schedule II—Certificate of the Fixed Charges Coverage Ratio......................................... 20 i i I FINANCIAL STATEMENTS i M4 I PATTILLO, BROWN & HILL, L.L.P. CERTIFIED PUBLIC ACCOUNTANTS ■ BUSINESS CONSULTANTS INDEPENDENT AUDITORS' REPORT To the Board of Directors Texas Student Housing Corporation— The Ridge at North Texas Project Westlake, Texas We have audited the accompanying financial statements of Texas Student Housing Corporation— The Ridge at North Texas Project (the "Project"), as of and for the year ended August 31, 2009, which collectively comprise the Project's basic financial statements as listed in the table of contents. Texas Student Housing Corporation — The Ridge at North Texas Project is a component unit of the Town of Westlake. These financial statements are the responsibility of the Project's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. 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 the significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. As discussed in Note I, the financial statements present only the Project and do not purport to, and do not, present fairly the financial position of Texas Student Housing Corporation as of August 31, 2009, and the changes in its financial position and cash flows, where applicable, for the period then ended in conformity with accounting principles generally accepted in the United States of America. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Texas Student Housing Corporation— The Ridge at North Texas Project as of August 31, 2009, and the changes in financial position, and, where applicable, cash flows thereof for the year then ended in conformity with accounting principles generally accepted in the United States of America. The accompanying financial statements have been prepared assuming that Texas Student Housing Corporation — The Ridge at North Texas Project will continue as a going concern. As discussed in Note I to the financial statements, the Project is in default on its bonds and bondholders may choose to continue as a going concern. Management's plans in regard to these matters are discussed in Note I. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. 401 WEST HIGHWAY 6■P.O.BOX 20725■WACO,TX 76702-0725■(254)7724901 ■FAX:(254)7724920■www.pbhcpa.com AFFILIATE OFFICES:BROWNSVILLE,TX(956)544-7778■HILLSBORO,TX(254)582-2583 TEMPLE,TX(254)791-3460■WHITNEY,TX(254)694-4600■ALBUQUERQUE,NM(505)266-5904 The management's discussion and analysis on pages 3 through 5 are not a required part of the basic financial statements but are supplemental information required by accounting principles generally accepted in the United States of America. We have applied certain limited procedures, which consisted principally of inquiries of management regarding the methods of measurement and presentation of the required supplementary information. However, we did not audit the information and express no opinion on it. Our audit was conducted for the purpose of forming an opinion on the basic financial statements that collectively comprise. the Project's basic financial statements. The accompanying supplemental information on pages 19 and 20 is presented for purposes of additional analysis and is not a required part of the basic financial statements. The supplemental information has been subjected to the auditing procedures applied in the audit of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. PaXVCa- BA44AMA- 4 �/i# L .L.P. January 12, 2010 2 MANAGEMENT'S DISCUSSION AND ANALYSIS i I MANAGEMENT'S DISCUSSION AND ANALYSIS As staff of the Texas Student Housing Corporation (the "Corporation") — The Ridge at North Texas Project (the "Project"), we offer the readers of the Project's financial statements this narrative overview and analysis of the financial activities of the Project for the fiscal year ended August 31, 2009. We encourage readers to consider the information presented herein in conjunction with the Project's financial statements which follow this section. As the Corporation is a component unit of the Town of Westlake and is thus considered a governmental entity, Governmental Accounting Standards Board Statement 34, Basic Financial Statements—and Management's Discussion and Analysis for State and Local Governments has been implemented. The reader should note that this financial report addresses only the financial condition of the Project itself for 2009. FINANCIAL HIGHLIGHTS • The liabilities of the Project exceeded its assets at the close of the fiscal year by $10,362,341, an increase of$1,634,582 over the prior year. The primary reason for this increase in debt service payments. • Operating revenue of$4,306,349 is $293,549 greater than budget. Operating expense is $203,668 greater than budget. Major components of the expense variance were administration,utilities, and turnover expenses as compared to budget. • At the end of the current fiscal year, the total cash balances were $378,062 in unrestricted cash and $2,490,522 in restricted cash. OVERVIEW OF THE FINANCIAL STATEMENTS This discussion and analysis is intended to serve as an introduction to the Project's basic financial statements. The Project's report consists of three parts, Management's Discussion and Analysis, the basic financial statements, and notes to financial statements. The basic financial statements include a statement of net assets, statement of revenues, expenses and changes in net assets, a statement of cash flows and supplemental schedules. The Project is being treated as a going concern. The Project is in default on its bonds and is not financially able to make scheduled principal and interest payments on its outstanding debt. They are considered an event of default by the Trustee, which gives the bondholders the right to accelerate and demand payment of the bonds in full. Management and the property manager are in the process of developing plans to increase occupancy and rental rates at the property to improve its financial performance. 3 The statement of net assets presents information on all of the Project's assets and liabilities with the difference between the two reported as net assets. TABLE 1 TEXAS STUDENT HOUSING CORPORATION- THE RIDGE AT NORTH TEXAS PROJECT NET ASSETS Business-type Activities 2009 2008 Current and other assets $ 3,696,018 $ 3,970,679 Capital assets 20,815,783 21,695,260 Total assets 24,511,801 25,665,939 Current liabilities 34,874,142 34,393,698 Total liabilities 34,874,142 34,393,698 Net assets: Invested in capital assets, net of related debt ( 8,594,438) ( 8,222,476) Restricted ( 750,784) 299,112 Unrestricted ( 1,017,119) ( 804,395) Total net assets $( 10,362,341) $( 8,727,759) The statement of revenues, expenses and changes in net assets accounts for all of the Project's revenues and expenses regardless of when cash is paid or received. TABLE 2 TEXAS STUDENT HOUSING AUTHORITY- THE RIDGE AT NORTH TEXAS PROJECT CHANGES IN NET ASSETS Business-type Activities 2009 2008 Total operating revenue $ 4,253,414 $ 4,073,240 Total operating expenses ( 2,752,528) ( 2,469,428) Total operating income 1,500,886 1,603,812 Interest income 52,935 173,109 Interest expense ( 3,188,403) ( 2,283,812) Total nonoperating loss ( 3,135,468) ( 2,110,703) CHANGE IN NET ASSETS ( 1,634,582) ( 506,891) NET ASSETS,BEGINNING ( 8,727,759) ( 8,220,868) NET ASSETS,ENDING $( 10,362,341) $( 8,727,759) The statement of cash flows recaps how cash changed from year to year. I 4 FINANCIAL ANALYSIS OF THE PROJECT'S FUNDS Notes to financial statements. The notes provide additional information that is essential to a full understanding of the data provided in the financial statements. Restricted cash. Restricted cash represents monies held in escrow by the trustee and are restricted for the payment of expenses as outlined in the Trust Indenture. As of August 31, 2009, these balances were as follows: Bond Fund,Series 2001A $ 152,300 Debt Service Reserve Fund,Series 2001A 4 Bond Reserve Fund-CD 2,288,665 Debt Service Reserve Fund,Series 2002B 365 Repair and Replacement Fund 13 Trustee Fee Fund 3,253 Series A Principal Fund 45,915 Operating Reserve Fund 7 Total $ 2,490,522 Nonrestricted cash. Nonrestricted cash is available for general use of the Project. Bonds payable. As of August 31, 2009, since the bonds are in default, all amounts are considered due immediately. 2001A Bonds $ 26,955,000 2001B Bonds 3,240,000 Less discounts ( 784,779) Total $ 29,410,221 For the fiscal year ending August 31, 2010, the total principal and interest payment is calculated at $2,601,919. A total of$540,000 in principal was paid during 2009. ECONOMIC FACTORS AND NEXT YEAR'S BUDGET Leases at the Project are primarily 12-month leases, however, due to competitive and market conditions, a relatively minor number of 6 and 10-month leases exist. These leases do bring a monthly premium over the 12-month leases. Occupancy for the fiscal year ending August 31, 2010, forecasts at 85%. Rental rates will see a small increase. This is exacerbated by the fact that University of North Texas does not allow freshmen to live in off-campus housing. CONTACTING THE PROJECT'S FINANCIAL MANAGEMENT This financial report is designed to provide the reader with a general overview of the Project's finances and to demonstrate the Project's accountability for the money it receives. If you have any questions about this report, or need additional information,please contact Pete Ehrenberg at(817)490-5723. 5 f TEXAS STUDENT HOUSING CORPORATION THE RIDGE AT NORTH TEXAS PROJECT STATEMENT OF NET ASSETS AUGUST 31,2009 ASSETS Current assets: Cash $ 378,062 Restricted cash 2,490,522 Accounts receivable,net reserve of$2,857 35,821 Prepaid expenses 19,065 Property management receivable 31,420 Total current assets 2,954,890 Capital assets: Land 2,200,000 Other capital assets,net of accumulated depreciation 18,615,783 Total capital assets 20,815,783 Other assets: Deferred financing costs,net of amortization 741,128 Total other assets 741,128 Total assets 24,511,801 LIABILITIES Current liabilities: Trade accounts payable 138,487 Accrued liabilities 396,545 Management and development fees payable 831,011 Deferred revenue and prepaid rent 356,835 Accrued interest 3,241,306 Property management advance 499,737 Bonds payable 29,410,221 Total current liabilities 34,874,142 NET ASSETS Invested in capital assets,net of related debt ( 8,594,438) Restricted for debt service ( 750,784) Unrestricted ( 1,017,119) I Total net assets $( 10,362,341) The accompanying notes are an integral part of these financial statements. 6 E TEXAS STUDENT HOUSING CORPORATION THE RIDGE AT NORTH TEXAS PROJECT STATEMENT OF REVENUES,EXPENSES AND CHANGES IN NET ASSETS FOR THE YEAR ENDED AUGUST 31,2009 OPERATING REVENUES Rental $ 4,119,798 Other 133,616 Total operating revenues 4,253,414 OPERATING EXPENSES Personnel 326,613 Contract services 48,035 Utilities 506,112 Repairs and maintenance 68,068 Turnover 249,532 Advertising and promotion 110,328 Administration 167,148 Management fees 133,136 Replacements 192,655 Depreciation and amortization 950,901 Total operating expenses 2,752,528 OPERATING INCOME 1,500,886 NONOPERATING REVENUES (EXPENSES) Interest income 52,935 Interest expense ( 3,188,403) j i Total nonoperating revenues (expenses) ( 3,135,468) I i CHANGE IN NET ASSETS ( 1,634,582) i NET ASSETS, BEGINNING ( 8,727,759) NET ASSETS,ENDING $ 10,362,341) The accompanying notes are an integral part of these financial statements. i 7 E i TEXAS STUDENT HOUSING CORPORATION THE RIDGE AT NORTH TEXAS PROJECT STATEMENT OF CASH FLOWS FOR THE YEAR ENDED AUGUST 31,2009 CASH FLOWS FROM OPERATING ACTIVITIES Cash received from tenants $ 4,002,796 Cash paid to employees ( 329,257) Cash paid to suppliers ( 1,393,497) Net cash provided by operating activities 2,280,042 CASH FLOWS FROM CAPITAL AND RELATED FINANCING ACTIVITIES Payments on bonds payable ( 540,000) Interest paid ( 2,061,919) Net cash used in capital and related financing activities ( 2,601,919) CASH FLOWS FROM INVESTING ACTIVITIES Interest on investments 52,935 Net cash provided by investing activities 52,935 NET CHANGE IN CASH AND CASH EQUIVALENTS ( 268,942) CASH AND CASH EQUIVALENTS,BEGINNING 3,137,526 CASH AND CASH EQUIVALENTS,ENDING $ 2,868,584 Cash $ 378,062 Restricted cash 2,490,522 Total cash and cash equivalents $ 2,868,584 RECONCILIATION OF OPERATING INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES Operating income $ 1,500,886 Adjustments to reconcile operating income to net cash provided by operating activities: Depreciation and amortization 950,901 Changes in operating assets and liabilities: Accounts receivable ( 27,470) Prepaid expenses ( 750) Trade accounts payable 82,267 Deferred revenue ( 223,148) Other current liabilities ( 2,644) Net cash provided by operating activities $ 2,280,042 The accompanying notes are an integral part of these financial statements. I 8 I TEXAS STUDENT HOUSING CORPORATION— THE RIDGE AT NORTH TEXAS PROJECT NOTES TO FINANCIAL STATEMENTS AUGUST 31,2009 I. GENERAL STATEMENT Texas Student Housing Corporation—The Ridge at North Texas (the "Project"), a Texas nonprofit organization, was incorporated on May 17, 2001, a component unit of the Town of Westlake, Texas (the "Town") pursuant to Section 53.35(b) of the Texas Education Code, as amended (the "Act"). The Project's primary purpose is to purchase, own and operate a student housing facility known as Texas Student Housing Corporation—The Ridge at North Texas. The Project was purchased from Jefferson Commons—Denton, L.P. on July 1, 2001. The Project obtained its financing through the issuance of Texas Student Housing Corporation — Denton Project Texas Student Housing Revenue Bonds (University of North Texas Project), Series 2001A and Subordinate Series 2001B (the `Bonds"). The Bonds were issued through a Trust Indenture (the "Trust Indenture") by and between the Corporation and The Bank of New York (the "Trustee"). The Series 2001A and Subordinate Series 2001B bonds were issued in the face amounts of $29,105,000 and $5,250,000, respectively. The accompanying financial statements present the operations of the Project, whose revenue streams are pledged for the bonds described herein. The Corporation was also established to acquire educational facilities and housing facilities to be used by the students, faculty and staff of institutions of higher education and facilities incidental, subordinate or related thereto or appropriate within the State of Texas. The Project was operated and managed under the terms of the (a) Property Management and Leasing Agreement by and between the Corporation and JPI Campus Quarters Management, L.P. ("JPI") and (b) the Asset Management Agreement by and between the Corporation and JPI Apartment Management, L.P.,up until September 30, 2004. The Project subsequent to September 30, 2004, is managed and operated by Asset Campus Housing under the terms of a Property Management and Leasing Agreement. The 2009 financial statements were prepared assuming the Project will continue as a going concern. The Project's bonds payable are considered to be in default due to the discontinuance of principal and interest payments. These are considered an event of default by the Trustee, which gives the bondholders the right to accelerate and demand payment of the bonds in full. Management and the property manager are in the process of developing and implementing plans to increase occupancy and rental rates at the property to improve its financial performance. 9 II. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES A summary of the Project's significant accounting policies consistently applied in the preparation of the accompanying financial statements follows: A. Reporting Entity For financial reporting purposes, management has considered all potential component units. The decision to include a potential component unit in the reporting entity was made by applying the criteria set forth in GASB Statement No. 14 as amended by GASB Statement No. 39. The criteria used is as follows: Financial Accountability — The primary government is deemed to be financially accountable if it appoints a voting majority of the organization's governing body and 1) is able to impose its will on that organization; or 2) there is a potential for the organization to provide specific financial benefits to, or impose specific financial burdens on,the primary government. Additionally,the primary government may be financially accountable if an organization is fiscally dependent on the primary government regardless of whether the organization has a separately elected governing board appointed by a higher level of government or a jointly appointed board. B. Measurement Focus and Basis of Accounting The Project uses the economic resources measurement focus. This means that all assets, liabilities, equity, revenues, and expenses are accounted for using the accrual basis of accounting. Revenue is recognized when earned and expenses are recognized when they are incurred. In applying the requirements of GASB Statement No. 20, the Project has chosen to apply all applicable GASB pronouncements as well as Financial Accounting Standards Board pronouncements issued on or before November 30, 1989, unless those pronouncements conflict with or contradict GASB pronouncements. C. Assets,Liabilities and Net Assets or Equity Income Taxes The Project is an instrumentality of the Town and, therefore, its income is not subject to federal income taxation pursuant to Section 115 of the Internal Revenue Code. (continued) 10 I i II. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) A. Reporting Entity(Continued) Cash and Cash Equivalents The Project considers all highly liquid investments with maturity of three months or less when purchased to be cash equivalents. At August 31, 2009, the Project had no such investments included in cash and cash equivalents. In addition, the Project has restricted cash of$2,490,522 that is held by the Trustee for the bonds payable under provisions of the Trust Indenture. During the year ended August 31, 2009, the investment income received from cash was $52,395. See Note III for risk disclosures and breakdown of restricted cash accounts. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect certain reported amounts in the financial statements and accompanying notes. Actual results could differ from these estimates and assumptions. Accounts Receivable Accounts receivable are stated at amounts management expects to collect from outstanding balances. Management writes off uncollectible amounts through a reduction to revenue and a credit to accounts receivable based on its assessment of the outstanding receivables. At year- end, management assesses the accounts receivable balance and establishes a valuation allowance based on historical experience and an evaluation of the outstanding balances. An allowance of$2,857 has been provided at August 31, 2009. Deferred Financing Costs Costs associated with the issuance of bonds are deferred and amortized over the term of the bonds. Advertising Costs All adverting costs are expensed as they are incurred. Advertising costs for the year ended August 31, 2009,were approximately$110,328. Capital Assets Property and equipment have been recorded at the date of acquisition at cost. Routine maintenance and repair costs to ready the units for the next period are expensed as incurred. (continued) 11 II. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) C. Assets,Liabilities and Net Assets or Equity(Continued) Capital Assets (Continued) Expenditures directly related to the improvement of property are capitalized at cost. The Project capitalizes the cost of roof replacements and expenditures for other major property improvements. Depreciation is computed using the straight-line method over the estimated useful lives as follows: Estimated Asset Class Useful Lives Building 30 years Furniture and fixtures 3-20 years III. DETAILED NOTES ON ALL FUNDS A. Cash and Investments At August 31, 2009,the carrying amount of Texas Student Housing Authority—The Ridge at North Texas Project deposits (cash with interest bearing accounts and restricted cash held in interest bearing accounts) was in total $2,868,584 of which $2,490,522 represented restricted cash. Restricted Cash Restricted cash represents amounts placed on deposit in accounts and held by the Trustee, which are restricted for the payment of expenses as required by the Trust Indenture. At August 31, 2009,restricted cash consists of the following funds and accounts: Fund/Account Description Bond Fund,Series 2001A $ 152,300 Repair and Replacement Fund 13 Trustee Fee Fund 3,253 Series A Principal Fund 45,915 Operating Reserve Fund 7 Debt Service Reserve Fund,Series 2001A 4 Debt Service Reserve Fund,Series 2001B 365 Debt Service Reserve Fund-CD 2,288,665 Total $ 2,490,522 (continued) 12 III. DETAILED NOTES ON ALL FUNDS (Continued) A. Cash and Investments (Continued) Restricted Cash (Continued) The following is a brief description of the funds and accounts making up the restricted cash balance at year-end, as defined by the Trust Indenture: Revenue Fund— The Revenue Fund was established for monthly deposits from the depository account that holds general revenues of the Project. All monies are deposited in the Revenue Fund and then properly distributed to the other funds, as required by the Trust Indenture. Amounts in the fund at year-end represent amounts that have not been distributed to the other funds due to timing of the interfund transfers. Bond Fund—The Trustee makes monthly deposits in the Bond Fund pursuant to the Trust Indenture. Amounts in the Bond Fund shall be used solely to fund the payment of principal and interest on the bonds, for the redemption of the bonds at or prior to maturity, and to purchase bonds on the open market. In the event of default, amounts in this fund may pay the fees and expenses of the Trustee prior to making any payments to the bondholders. This fund has two accounts, the Series 2001A and the Series 2001B accounts. Repair and Replacement Fund— Amounts in the Repair and Replacement Fund may be (a) used to pay the maintenance and repair costs related to the Project, which the Project is obligated to pay pursuant to the Trust Indenture and (b) transferred to the Bond Fund to pay principal of or interest on the bonds to the extent there are insufficient monies in the Bond Fund. Surplus Fund—The Trustee shall deposit any remaining amount in the Revenue Fund into the Surplus Fund. Amounts on deposit in the Surplus Fund will be released to the Project if certain release tests are satisfied. If the release tests are not satisfied, the Trustee will retain the monies on deposit in the Surplus Fund. Trustee Fee Fund—Amounts are deposited in the Trustee Fee Fund on a monthly basis and are intended to pay the fees to the Trustee at year-end. Series A Principal Fund — Amounts in the Series A Principal Fund represent sinking fund payments set aside for repayment of the principal balance on the Series A Bonds. Series B Principal Fund — Amounts in the Series B Principal Fund represent sinking fund payments set aside for repayment of the principal balance on the Series B Bonds. (continued) 13 E III. DETAILED NOTES ON ALL FUNDS (Continued) A. Cash and Investments (Continued) Restricted Cash (Continued) Operating Reserve Fund — Amounts in the Operating Reserve Fund may be transferred to the property Manager to fund operations if the transfer from the Revenue Fund is not sufficient to pay operating expenses. Amounts may also be transferred to the Bond Fund to pay principal and interest on the bonds; to the extent there are insufficient monies in the Bond Fund on any interest payment date. Debt Service Reserve 2001A Account— The amounts on deposit in this account are to be used for the purpose of playing principal and interest on the Series 2001A Bonds as they become due in the event there should be insufficient funds in the Bond Fund. Debt Service Reserve 2001E Account— The amounts on deposit in this account are to be used for the purpose of paying principal and interest on the Series 2001B Bonds as they become due in the event there should be insufficient funds in the Bond Fund. The Public Funds Investment Act (Government Code Chapter 2256) contains specific provisions in the areas of investment practices, management reports and establishment of appropriate policies relating to a governmental entity's cash and investments. Interest Rate Risk Interest rate risk is the risk that changes in market interest rates will adversely affect the fair value of an instrument. Generally, the longer the maturity of an investment the greater the sensitivity of its fair value to changes in market interest rates. Texas Student Housing Corporation— The Ridge at North Texas Project is not significantly exposed to interest rate risk as all investments earn a variable rate. Credit Risk Generally, credit risk is the risk that an issuer of an investment will not fulfill its obligation to the holder of the investment. This is measured by the assignment of a rating by a nationally recognized statistical rating organization. The Public Funds Investment Act has a minimum rating that is required for investments. Texas Student Housing Corporation — The Ridge at North Texas Project holds all of its cash and investments with the bond Trustee and commercial banks. (continued) 14 III. DETAILED NOTES ON ALL FUNDS (Continued) A. Cash and Investments (Continued) Concentration of Credit Risk The investment policy of Texas Student Housing Corporation — The Ridge at North Texas Project is subject to the indenture agreement of the bonds. As of August 31, 2009, the Project held all of its restricted cash balances with the Trustee, which represents 78% of the total cash and investments held at August 31, 2009. Custodial Credit Risk Custodial credit risk for deposits is the risk that, in the event of the failure of a depository financial institution, a government will not be able to recover its deposits or will not be able to recover collateral securities that are in the possession of an outside party. The custodial credit risk for investments is the risk that, in the event of the failure of the counterparty to a transaction, a government will not be able to recover the value of its investment or collateral securities that are in the possession of another party. The Public Funds Investment Act does not contain legal or policy requirements that would limit the exposure to custodial credit risk for deposits or investments, other than the following provision for deposits: The Public Funds Investment Act requires that a financial institution secure deposits made by state or local governmental units by pledging securities in an undivided collateral pool held by a depository regulated under state law (unless so waived by the governmental unit). The market value of the pledged securities in the collateral pool must equal at least the bank balances less FDIC insurance at all times. As of August 31, 2009, the Project has unrestricted cash of $689,703 (bank balance, $491,570). Of the bank balances, $250,000 was covered by federal depository insurance while the remaining $241,570 was uncollateralized. The Project has a Bank Deposit Guarantee Bond from the Project's depository in the amount of$2,700,000. B. Property Management Advance and Management Fees As of August 31, 2009, the Project has recorded a liability to JPI for amounts received of approximately $499,737. These advances have been made to the Project according to the terms of the Agreements. Further, the Agreement requires interest to accrue on the advances at the "Prime Rate" as published in The Wall Street Journal, plus 100 basis points (4.25% at August 31, 2009). As of August 31, 2009, the financial statements include accrued interest related to the Property Management advance in the amount of approximately $272,819 with expense for 2009 of approximately$43,691. (continued) 15 III. DETAILED NOTES ON ALL FUNDS (Continued) B. Property Management Advance and Management Fees (Continued) In addition, the Project owes JPI property and asset management fees for the management of the Denton Property. As of August 31, 2009, the Project has recorded $831,011 in unpaid property and asset management fees. Interest accrues at 12% on unpaid management fees. Accrued interest of approximately $398,884 and current year expense of $99,721 has been recorded at August 31, 2009. The Project owes management fees of approximately $110,000 to ACH at August 31, 2009, which is included in other current liabilities. C. Capital Assets Capital asset activity for the Project for the year ended August 31, 2009, was as follows: Beginning Ending Balance Additions Deletions Balance Capital assets,not being depreciated: Land $ 2,200,000 $ - $ - $ 2,200,000 Total capital assets, not being depreciated 2,200,000 - - 2,200,000 Capital assets,being depreciated: Building 25,705,000 - - 25,705,000 Furniture and fixtures 1,253,841 - - 1,253,841 Total capital assets, being depreciated 26,958,841 - - 26,958,841 Less accumulated depreciation for: Building ( 5,131,041) ( 856,833) - ( 5,987,874) Furniture and fixtures ( 2,332,540) ( 22,644) - ( 2,355,184) Total accumulated depreciation ( 7,463,581) ( 879,477) - ( 8,343,058) Total capital assets, being depreciated,net 19,495,260 ( 879,477) - 18,615,783 Capital assets,net $ 21,695,260 $ 879,477 $ - $ 20,815,783 D. Bonds Payable The bonds are tax-exempt governmental obligations under the Internal Revenue Code. The bonds payable represent amounts due to the bondholders, via the Trustee, and payable under the terms of the Trust Indenture dated July 1, 2001. The Bonds are payable solely from the revenues pledged and assigned under the terms of the Trust Indenture. The Town of Westlake does not have any liability for the payment of the bonds, as the bonds are non- recourse to both the Town of Westlake and Texas Student Housing Authority. Interest rates on the bonds range from 5.00% to 11.00% and are payable semi-annually on July 1 and January 1 of each year thereafter. (continued) 16 III. DETAILED NOTES ON ALL FUNDS (Continued) D. Bonds Payable (Continued) At August 31, 2009, the Project was not in compliance with certain covenants of the Indenture including insufficient funds in some of the required funds discussed in Note II and the fixed charge ratio. Upon certain events of default either the Trustee, or owners of not less than 25% in aggregate principal of the bonds then outstanding, may declare the principal and all interest then due to be immediately due and payable. Generally accepted accounting principles require that if the events of default occur, the liability should be disclosed as current on the financial statements. In addition, all required principal payments on the Series B bonds had not been made at August 31, 2009. The following is a summary of long-term debt transactions of the Project for the year ended August 31, 2009: Amounts Beginning Ending Due Within Balance Increases Decreases Balance One Year Revenue Bonds: 2001A Bonds $ 27,495,000 $ - $ 540,000 $ 26,955,000 $ 26,955,000 2001B Bonds 3,240,000 - - 3,240,000 3,240,000 Less discounts ( 822,264) - ( 37,485 ( 784,779) ( 784,779) Total $ 29,912,736 $ - $ 502,515 $ 29,410,221 $ 29,410,221 The debt originally was to be amortized through 2031 with varying monthly principal payment amounts ranging from $2,618,093 to $3,465,280 for interest and principal. The annual requirements to amortize all debts outstanding as of August 31, 2009, are as follows and have not been adjusted for the default of the bonds. Under the original terms of the Indenture, a total of $540,000 in principal and $2,079,993 in interest is due in fiscal 2009. The total interest to be paid will depend on the ultimate maturities of the bonds. Year Ending August 31, Principal Interest Total 2008 $ 30,195,000 $ 31,690,407 $ 61,885,407 E. Net Assets Net assets represent the residual assets after liabilities are deducted. These assets are reported in the following categories: Invested in Capital Assets, Net of Related Debt consists of capital assets, net of accumulated depreciation and reduced by outstanding balances for bonds, notes, and other debt that are attributed to the acquisition, construction, or improvement of those assets. (continued) 17 I III. DETAILED NOTES ON ALL FUNDS (Continued) E. Net Assets (Continued) Restricted for Debt Service results when constraints placed on net asset use are either externally imposed by creditors, grantors and the like, or imposed by law through constitutional provisions or enabling legislation. F. Concentrations The Project consists of one property in Denton, Texas and is dependent upon the Denton area and the higher education facilities in the Denton area for revenue. G. Commitments and Contingencies The Project has yet to have an arbitrage calculation performed for its outstanding debt. After that analysis, the Project may incur a liability for interest earned in accordance with Internal Revenue Service regulations. 18 1 SUPPLEMENTAL SCHEDULES i I i I TEXAS STUDENT HOUSING CORPORATION THE RIDGE AT NORTH TEXAS PROJECT SCHEDULE I-SCHEDULE OF REVENUES AND EXPENSES BUDGET AND ACTUAL FOR THE YEAR ENDED AUGUST 31,2009 Budget Actual Variance REVENUES AND OTHER SUPPORT Rental $ 3,917,770 $ 4,119,798 $ 202,028 Other 95,030 133,616 38,586 Interest - 52,935 52,935 Total revenues and other support 4,012,800 4,306,349 293,549 OPERATING EXPENSES Personnel 332,949 326,613 6,336 Contract services 42,520 48,035 ( 5,515) Utilities 462,400 506,112 ( 43,712) Repairs and maintenance 48,675 68,068 ( 19,393) Turnover 144,250 249,532 ( 105,282) Advertising and promotion 69,985 110,328 ( 40,343) Administration 171,389 167,148 4,241 Total operating expenses 1,272,168 1,475,836 ( 203,668) REVENUES AVAILABLE FOR FIXED CHARGES 2,740,632 2,830,513 89,881 OTHER EXPENSES Management fees 102,000 133,136 ( 31,136) Replacements 166,900 192,655 ( 25,755) Legal and professional fees 12,400 - 12,400 Depreciation and amortization - 950,901 ( 950,901) Other Expenses 5,000 3,188,403 ( 3,183,403) � Total other expenses 286,300 4,465,095 ( 4,178,795) EXCESS OF EXPENSES OVER REVENUES $ 2,454,332 $ 1,634,582 $ 4,088,914 f 19 TEXAS STUDENT HOUSING CORPORATION THE RIDGE AT NORTH TEXAS PROJECT SCHEDULE II-CERTIFICATE OF THE FIXED CHARGES COVERAGE RATIO FOR THE YEAR ENDED AUGUST 31,2009 We are providing this letter, as required by the Trust Indenture by and between Texas Student Housing Corporation — The Ridge at North Texas (the "Project") and The Bank of New York (the "Trustee"), dated July 1, 2001, as amended on March 22, 2005, relating to Texas Student Housing Corporation — Denton Project Texas Student Housing Revenue Bonds (University of North Texas project) the "Indenture,"to certify the fixed charges coverage ratio as of August 31, 2009. The fixed charges coverage ratio is defined in the Indenture as the ratio of revenue available for fixed charges to fixed charges. Further, fixed charges are defined in the Indenture as the sum of all cash outflows related to the Project that the Issuer cannot avoid without violating long-term contractual or legal obligations (those obligations which extend for a period greater than one year), including, but not limited to, (i) interest on indebtedness other than short-term indebtedness, and (ii) scheduled payments of principal on indebtedness other than short-term indebtedness, provided that maximum annual debt service shall be used for purposes of computing(i) and (ii) above. The audited financial statements indicate revenue available for fixed charges for the year ended August 31, 2009,to be $2,830,513. Based on the above revenues and fixed charges, we calculate that the fixed charges coverage ratio as of August 31, 2009, to be 1.08, which is based on one year of operations and is not in compliance with the Indenture. i i i i 20 f