-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, K5LPIXsEbxQKwurCIMCwNCSoUMcN79yqlGA5C1eW+EYvDaMs4G7mjaubK81yo2TG yG/cAImQZbFcIawzg2nybA== 0000355804-96-000005.txt : 19960514 0000355804-96-000005.hdr.sgml : 19960514 ACCESSION NUMBER: 0000355804-96-000005 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960513 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTURY PROPERTIES FUND XVI CENTRAL INDEX KEY: 0000351931 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 942704651 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-10435 FILM NUMBER: 96561533 BUSINESS ADDRESS: STREET 1: ONE INSIGNIA FINANCIAL PLZ P STREET 2: PO BOX 1089 C/O INSIGNIA FINANICAL GROUP CITY: GREENVILLE STATE: SC ZIP: 29602 BUSINESS PHONE: 8032391000 MAIL ADDRESS: STREET 1: POST & HEYMANN STREET 2: 5665 NORTHSIDE DR NW CITY: ATLANTA STATE: GA ZIP: 30328 10QSB 1 FORM 10-QSB--QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 Quarterly or Transitional Report (As last amended by 34-32231, eff. 6/3/93.) U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [X] Quarterly Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 For the quarterly period ended March 31, 1996 [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period.........to......... Commission file number 0-10435 CENTURY PROPERTIES FUND XVI (Exact name of small business issuer as specified in its charter) California 94-2704651 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) One Insignia Financial Plaza Greenville, South Carolina 29602 (Address of principal executive offices) (864) 239-1000 Issuer's phone number Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15 (d) of the Exchange Act during the past 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 . PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS a) CENTURY PROPERTIES FUND XVI CONSOLIDATED BALANCE SHEET (in thousands, except unit data)
March 31, 1996 (Unaudited) Assets Cash and cash equivalents $ 917 Security deposits and other assets 210 Loan costs, net 310 Investment properties: Land $ 1,409 Buildings and related personal property 13,102 14,511 Less accumulated depreciation (6,525) 7,986 Total assets $ 9,423 Liabilities and Partners' Equity Accounts payable and accrued expenses $ 273 Mortgages payable 7,534 Partners' Equity (Deficit): Limited partners' (130,000 units outstanding) $ 5,409 General partners' (3,793) 1,616 Total liabilities and partners' equity $ 9,423 See Notes to Consolidated Financial Statements
b) CENTURY PROPERTIES FUND XVI CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (in thousands, except unit data)
Three Months Ended March 31, 1996 1995 Revenues: Rental income $ 690 $ 670 Other income 29 25 Total revenues 719 695 Expenses: Operating 469 441 Mortgage interest 157 199 Depreciation 111 114 General and administrative expenses 84 59 Total expenses 821 813 Net loss $ (102) $ (118) Net loss allocated to general partners $ (7) $ (8) Net loss allocated to limited partners (95) (110) Net loss $ (102) $ (118) Net loss per limited partnership unit $ (.73) $ (.85) See Notes to Consolidated Financial Statements
c) CENTURY PROPERTIES FUND XVI CONSOLIDATED STATEMENTS OF PARTNERS' EQUITY (Unaudited) (in thousands, except unit data)
Limited General Limited Partnership Partners' Partners' Total Units Deficit Equity Equity Original capital contributions 130,000 $ -- $ 65,000 $ 65,000 Partners' (deficit) equity at December 31, 1995 130,000 (3,786) $ 5,504 $ 1,718 Net loss for the three months ended March 31, 1996 -- (7) (95) (102) Partners' (deficit) equity at March 31, 1996 130,000 $(3,793) $ 5,409 $ 1,616 See Notes to Consolidated Financial Statements
d) CENTURY PROPERTIES FUND XVI CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (in thousands, except unit data)
Three Months Ended March 31, 1996 1995 Cash flows from operating activities: Net loss $ (102) $ (118) Adjustments to reconcile net loss to cash provided by operating activities: Depreciation and amortization 119 133 Change in accounts: Security deposits and other assets 17 92 Accounts payable and accrued expenses 195 (102) Net cash provided by operating activities 229 5 Cash flows from investing activities: Property improvements and replacements (14) (20) Cash used in investing activities (14) (20) Cash flows from financing activities: Mortgage principal repayments (16) -- Loan costs (128) -- Cash used in financing activities (144) -- Net increase (decrease) in cash and cash equivalents 71 (15) Cash and cash equivalents at beginning of period 846 932 Cash and cash equivalents at end of period $ 917 $ 917 Supplemental information: Interest paid $ 149 $ 173 See Notes to Consolidated Financial Statements
e) CENTURY PROPERTIES FUND XVI NOTES TO FINANCIAL STATEMENTS Note A - Basis of Presentation The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB and Item 310(b) of Regulation S-B. 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 the Managing General Partner, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three month period ended March 31, 1996, are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 1996. For further information, refer to the financial statements and footnotes thereto included in the Partnership's annual report on Form 10-K for the year ended December 31, 1995. Certain reclassifications have been made to the 1995 information to conform to the 1996 presentation. Note B - Transactions with Affiliated Parties Century Properties Fund XVI (the "Partnership"), has no employees and is dependent on its general partners Fox Realty Investors ("FRI"), a California general partnership, and Fox Capital Management Corporation ("the managing general partner" or "FCMC"), a California corporation and their affiliates for the management and administration of all partnership activities. The Partnership Agreement provides for payments to affiliates for services and as reimbursement of certain expenses incurred by affiliates on behalf of the Partnership. The following transactions with affiliates of Insignia Financial Group, Inc., National Property Investors, Inc. ("NPI"), and affiliates of NPI were charged to expense in 1996 and 1995: For the Three Months Ended March 31, 1996 1995 Property management fees (included in operating expenses) $ 32,000 $ 33,000 Reimbursement for services of affiliates (included in general and administrative expenses) 60,000 36,000 For the period from January 19, 1996 to March 31, 1996, the Partnership insured its properties under a master policy through an agency and insurer unaffiliated with the Managing General Partner. An affiliate of the Managing General Partner acquired, in the acquisition of a business, certain financial obligations from an insurance agency which was later acquired by the agent who placed the current year's master policy. The current agent assumed the financial obligations to the affiliate of the Managing General Partner who received payments on these obligations from the agent. The amount of the Partnership's insurance premiums accruing to the benefit of the affiliate of the Managing General Partner by virtue of the agent's obligations is not significant. Note B - Transactions with Affiliated Parties (continued) On December 6, 1993, the shareholders of FCMC entered into a Voting Trust Agreement with NPI Equity Investments II, Inc. ("NPI Equity") pursuant to which NPI Equity was granted the right to vote 100 percent of the outstanding stock of FCMC and NPI Equity became the managing general partner of FRI. As a result, NPI Equity became responsible for the operation and management of the business and affairs of the Partnership and the other investment partnerships originally sponsored by FCMC and/or FRI. NPI Equity is a wholly-owned subsidiary of NPI. The shareholders of FCMC and the partners of FRI retain indirect economic interests in the Partnership and such other investment limited partnership, but have ceased to be responsible for the operation and management of the Partnership and such other partnerships. On August 17, 1995, the stockholders of NPI entered into an agreement to sell to IFGP Corporation, a Delaware corporation, an affiliate of Insignia Financial Group, Inc., a Delaware corporation ("Insignia"), all of the issued and outstanding common stock of NPI, for an aggregate purchase price of $1,000,000. The closing of the transactions contemplated by the above mentioned agreement (the "Closing") occurred on January 19, 1996. Upon the Closing, the officers and directors of NPI, FCMC and NPI Equity resigned and IFGP Corporation caused new officers and directors to each of those entities to be elected. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION The Partnership's investment properties consist of two apartment complexes. The following table sets forth the average occupancy of the properties for the three months ended March 31, 1996 and 1995: Average Occupancy Property 1996 1995 The Landings Apartments Tampa, Florida 91% 95% Woods of Inverness Houston, Texas 92% 98% The decline in average occupancy from March 31, 1995, to March 31, 1996, at the Landings is attributable to completed apartment construction in the area as well as the elimination of a large number of jobs by a major employer in the area. The decline in average occupancy from March 31, 1995, to March 31, 1996, for the Woods of Inverness is due to repairs to major interstates in the area making access to the complex more difficult as well as the increase in new home purchases. The Partnership's net loss for the three months ended March 31, 1996, was approximately $102,000 versus $118,000 for the same period of 1995. The decrease in net loss is attributable to an increase in rental revenue and a decrease in interest expense. The increase in rental revenue is attributable to increased rental rates at the Partnership's investment properties. The decrease in interest expense is attributable to the decrease in interest rates due to the more favorable terms of the mortgages which were refinanced in December 1995. This decrease in interest expense was offset by an increase in general and administrative expenses. General and administrative expenses increased due to an increase in cost reimbursements which were as a result of transitioning the administrative offices to a new location and operating two offices during the period ended March 31, 1996. A decrease in these cost reimbursements is expected for the remainder of the year. As part of the ongoing business plan of the Partnership, the Managing General Partner monitors the rental market environment of its investment properties to assess the feasibility of increasing rents, maintaining or increasing occupancy levels and protecting the Partnership from increases in expenses. As part of this plan, the Managing General Partner attempts to protect the Partnership from the burden of inflation-related increases in expenses by increasing rents and maintaining a high overall occupancy level. However, due to changing market conditions, which can result in the use of rental concessions and rental reductions to offset softening conditions, there is no guarantee that the Managing General Partner will be able to sustain such a plan. At March 31, 1996, the Partnership had unrestricted cash of $917,000 as compared to $917,000 at March 31, 1995. Net cash provided by operating activities increased primarily as a result of an increase in accounts payable and accrued expenses including the prepayment of rent. The increase in cash used in financing activities is due to the amortization of the mortgage principal balance and loan costs paid during the period ended March 31, 1996, for the refinancing in December of 1995. An affiliate of the Managing General Partner has made available to the Partnership a credit line of up to $150,000 per property owned by the Partnership. The Registrant has no outstanding amounts due under this line of credit. Based on present plans, the Managing General Partner does not anticipate the need to borrow in the near future. Other than cash and cash equivalents the line of credit is the Partnership's only unused source of liquidity. The sufficiency of existing liquid assets to meet future liquidity and capital expenditure requirements is directly related to the level of capital expenditures required at the property to adequately maintain the physical assets and other operating needs of the Partnership. Such assets are currently thought to be sufficient for any near-term needs of the Partnership. The mortgage indebtedness of $7,534,000 is based on a fixed interest rate, amortized over a thirty year period with a balloon payment of the principal and interest to be repaid in ten years on the maturity date of January 1, 2006. Future cash distributions will depend on the levels of cash generated from operations, property sales, and the availability of cash reserves. No cash distributions were paid in 1995 or during the first quarter of 1996. At this time, it appears that the original investment objectives of capital growth from the inception of the Partnership will not be attained and that investors will not receive a return of their invested capital. PART II - OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K a) Exhibit 27, Financial Data Schedule, is filed as an exhibit to this report. b) Reports on Form 8-K: Form 8-K dated January 19, 1996 was filed reporting the change in control of the Partnership. SIGNATURE 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 thereunto duly authorized. CENTURY PROPERTIES FUND XVI By: Fox Capital Management Corporation, It's Managing General Partner /s/William H. Jarrard, Jr. President and Director /s/Ronald Uretta Treasurer (Principal Financial Officer and Principal Accounting Officer) Date: May 13, 1996 EX-27 2
5 This schedule contains summary financial information extracted from Century Properties Fund XVI 1996 First Quarter 10-QSB and is qualified in its entirety by reference to such 10-QSB filing. 0000351931 CENTURY PROPERTIES FUND XVI 1,000 3-MOS DEC-31-1996 MAR-31-1996 917 0 0 0 0 0 14,511 6,525 9,423 0 7,534 0 0 0 1,616 9,423 0 719 0 0 821 0 157 0 0 (102) 0 0 0 (102) (.73) 0 The Registrant has an unclassified balance sheet.
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