-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, g6MnAzMJIGwJ5wsEJniIV17sp+FkMudZ4xkek+MRRNbNJqvwrtMzH2hrTS5ZGiDy OL/OTMY9gpB6ZKYxsLgsdA== 0000931017-95-000002.txt : 19950512 0000931017-95-000002.hdr.sgml : 19950512 ACCESSION NUMBER: 0000931017-95-000002 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19950412 ITEM INFORMATION: Acquisition or disposition of assets ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19950426 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTURY PROPERTIES FUND XV CENTRAL INDEX KEY: 0000314690 STANDARD INDUSTRIAL CLASSIFICATION: 6500 IRS NUMBER: 942625577 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-09680 FILM NUMBER: 95531499 BUSINESS ADDRESS: STREET 1: 5665 NORTHSIDE DR NW CITY: ATLANTA STATE: GA ZIP: 30328 BUSINESS PHONE: 4049169090 MAIL ADDRESS: STREET 1: POST & HEYMANN STREET 2: 5665 NORTHSIDE DR NW CITY: ATLANTA STATE: GA ZIP: 30328 8-K 1 CPF XV 8-K SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) April 12, 1995 Century Properties Fund XV (Exact Name of Registrant as Specified in Its Charter) California (State or Other Jurisdiction of Incorporation) 0-9680 94-2625577 (Commission File Number) (I.R.S. Employer Identification No.) 5665 Northside Drive, N.W., Atlanta, Georgia 30328 (Address of Principal Executive Offices) (Zip Code) (404) 916-9090 (Registrant's Telephone Number, Including Area Code) N/A (Former Name or Former Address, if Changed Since Last Report) Item 2. Acquisition or Disposition of Assets On April 12, 1995, Registrant's Joint Venture Partner, the Prowswood Corporation, elected to exercise its option pursuant to the Joint Venture Agreement to acquire Plumtree Apartments. Registrant held an 80% interest in the joint venture. The purchase price for the property was $12,500,000 which resulted in a $7,000,000 gain. Net proceeds to Registrant after payment of closing costs, existing debt and payment to Registrant's joint venture partner of its pro rata interest in the proceeds were approximately $6,100,000. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (b) Pro Forma Financial Information: The following pro forma consolidated balance sheet as of December 31, 1994, and the pro forma consolidated statement of operations for the year then ended give effect to the sale of Registrant's Plumtree Apartments property interest. The adjustments related to the pro forma consolidated balance sheet assume the transaction was consummated at December 31, 1994, while the adjustments to the pro forma consolidated statement of operations assume the transaction was consummated at the beginning of the period presented. The sale occurred on April 12, 1995. The pro forma adjustments required are to eliminate the assets, liabilities and operating activity of Plumtree Apartments and to reflect consideration received for the property. These pro forma adjustments are not necessarily inclusive of the results that actually would have occurred if the sale had been in effect as of and for the periods presented or what may be achieved in the future. Pro Forma Condensed Consolidated Balance Sheet December 31, 1994
Pro Forma ASSETS Historical Adjustments Pro Forma ____________ _____________ _____________ Cash and cash equivalents $ 1,606,000 $ (278,000) $ 1,328,000 Receivables and other assets 1,378,000 7,565,000 8,943,000 (1) Real Estate: Real estate 74,737,000 (8,585,000) 66,152,000 Accumulated depreciation (29,112,000) 3,974,000 (25,138,000) ____________ _____________ _____________ Real estate, net 45,625,000 (4,611,000) 41,014,000 Deferred costs, net 682,000 (26,000) 656,000 ____________ _____________ _____________ Total assets $49,291,000 $ 2,650,000 $51,941,000 ============ ============= ============ LIABILITIES AND PARTNERS' EQUITY Notes payable $34,229,000 $ (4,136,000) $30,093,000 Accrued expenses and other liabilities 1,347,000 (162,000) 1,185,000 Payable to joint venture partner - 1,521,000 1,521,000 ____________ _____________ ____________ Total liabilities 35,576,000 (2,777,000) 32,799,000 ____________ _____________ ____________ Minority interest in joint venture 722,000 (722,000) - ____________ _____________ ____________ Commitments and Contingencies Partners' Equity (Deficit): General partners (1,275,000) 124,000 (1,151,000) Limited partners (89,980 units outstanding at December 31, 1994 and 1993) 14,218,000 6,075,000 20,293,000 ____________ _____________ ____________ Total partners' equity 12,943,000 6,199,000 19,142,000 ____________ _____________ ____________ Total liabilities and partners' equity $49,291,000 $ 2,650,000 $51,941,000 ============ ============= ============ (1)Includes $7,605,000 of receivable from the purchaser.
Pro Forma Condensed Consolidated Statement of Operations For the Year Ended December 31, 1994
Pro Forma Historical Adjustments Pro Forma ____________ _____________ ____________ Revenues: Rental $12,517,000 $ 2,070,000 $10,447,000 Interest and other income 79,000 8,000 71,000 ____________ _____________ ____________ Total revenues 12,596,000 2,078,000 10,518,000 ____________ _____________ ____________ Expenses: Operating 6,542,000 767,000 5,775,000 Interest 4,073,000 511,000 3,562,000 Depreciation 2,371,000 274,000 2,097,000 General and administrative 368,000 - 368,000 ____________ _____________ ____________ Total expenses 13,354,000 1,552,000 11,802,000 ____________ _____________ ____________ Loss before minority interest in joint venture's operations (758,000) 526,000 (1,284,000) Minority interest in joint venture's operations (145,000) (145,000) - ____________ _____________ ____________ Net loss $ (903,000) $ 381,000 $(1,284,000) ============ ============= ============ Net loss per limited partnership unit $ (10) $ 4 $ (14) ============ ============= ============
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. CENTURY PROPERTIES FUND XV By: FOX CAPITAL MANAGEMENT CORPORATION, its General Partner Date: August 26, 1995 By: /s/ Michael L. Ashner ---------------------- Michael L. Ashner, President -----END PRIVACY-ENHANCED MESSAGE-----