-----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, NLapQ2VRY96DM0lM5gFf48SR/9VuUGOK+w/YkqsdsWaIffC8iAegvbRxBjpgciMO k52V7/tp7PEv/MMemdfSJg== 0000356472-96-000003.txt : 19961106 0000356472-96-000003.hdr.sgml : 19961106 ACCESSION NUMBER: 0000356472-96-000003 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960930 FILED AS OF DATE: 19961105 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTURY PROPERTIES FUND XVII CENTRAL INDEX KEY: 0000356472 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 942782037 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-11137 FILM NUMBER: 96654606 BUSINESS ADDRESS: STREET 1: ONE INSIGNIA FINANCIAL PLZ STREET 2: PO BOX 1089 C/O INSIGNIA FINANCIAL 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 September 30, 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 0-11137 CENTURY PROPERTIES FUND XVII (Exact name of small business issuer as specified in its charter) California 94-2782037 (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 telephone number) Check whether the registrant (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 XVII CONSOLIDATED BALANCE SHEET (Unaudited) (in thousands, except unit data) September 30, 1996 Assets Cash and cash equivalents $ 4,676 Reserve for capital improvements 1,005 Deferred financing costs, net 401 Other assets 887 Investment properties: Land $ 7,078 Building and related personal property 57,914 64,992 Less accumulated depreciation (27,593) 37,399 $ 44,368 Liabilities and Partners' Capital (Deficit) Liabilities Accrued expenses and other liabilities $ 1,204 Mortgage notes payable 36,138 Partners' Capital (Deficit): General partner's $ (6,902) Limited partners'(75,000 units issued and outstanding) 13,928 7,026 $ 44,368 See Accompanying Notes to Consolidated Financial Statements b) CENTURY PROPERTIES FUND XVII CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (in thousands, except unit data)
Three Months Ended Nine Months Ended September 30, September 30, 1996 1995 1996 1995 Revenues: Rental income $ 2,964 $ 2,926 $ 8,783 $ 8,662 Other income 191 164 610 475 Total revenues 3,155 3,090 9,393 9,137 Expenses: Operating 1,630 1,807 4,750 4,999 Mortgage interest 884 796 2,657 2,413 Depreciation 527 493 1,580 1,479 General and administrative 44 47 240 166 Total expenses 3,085 3,143 9,227 9,057 Net income (loss) before extraordinary item 70 (53) 166 80 Extraordinary gain on extinguishment of debt -- 129 -- 129 Net income $ 70 $ 76 $ 166 $ 209 Net income allocated to general partner $ 8 $ 9 $ 20 $ 25 Net income allocated to limited partners 62 67 146 184 Net income $ 70 $ 76 $ 166 $ 209 Per limited partnership unit: Net income (loss) before extraordinary item $ .83 $ (.63) $ 1.95 $ .93 Extraordinary gain on extinguishment of debt -- 1.52 -- 1.52 Net income $ .83 $ .89 $ 1.95 $ 2.45 See Accompanying Notes to Consolidated Financial Statements
c) CENTURY PROPERTIES FUND XVII CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' CAPITAL (DEFICIT) (Unaudited) (in thousands, except unit data)
Limited General Limited Partnership Partner's Partners' Units Deficit Equity Total Original capital contributions 75,000 $ -- $ 75,000 $ 75,000 Partners' (deficit) capital at December 31, 1995 75,000 $ (6,922) $ 13,782 $ 6,860 Net income for the nine months ended September 30, 1996 20 146 166 Partners' (deficit) capital at September 30, 1996 75,000 $ (6,902) $ 13,928 $ 7,026 See Accompanying Notes to Consolidated Financial Statements
d) CENTURY PROPERTIES FUND XVII CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) (Unaudited) Nine Months Ended September 30, 1996 1995 Cash flows from operating activities: Net income $ 166 $ 209 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 2,591 2,174 Gain on extinguishment of debt -- (129) Change in accounts: Other assets 41 (68) Accrued expenses and other liabilities 487 (68) Net cash provided by operating activities 3,285 2,118 Cash flows from investing activities: (Increase) decrease in reserve for capital improvements (169) 736 Property improvements and replacements (774) (632) Net cash (used in) provided by investing activities (943) 104 Cash flows from financing activities: Repayments of mortgage notes payable -- (910) Payments of mortgage notes payable (289) (296) Net cash used in financing activities (289) (1,206) Net increase in cash and cash equivalents 2,053 1,016 Cash and cash equivalents at beginning of period 2,623 1,149 Cash and cash equivalents at end of period $ 4,676 $ 2,165 Supplemental information: Cash paid for interest $ 1,645 $ 1,718 See Accompanying Notes to Consolidated Financial Statements e) CENTURY PROPERTIES FUND XVII NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) NOTE A - BASIS OF PRESENTATION The accompanying unaudited financial statements of Century Properties Fund XVII (the "Partnership") 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 Fox Capital Management Corporation ("FCMC" or the "Managing General Partner"), a California corporation, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the nine month period ended September 30, 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 consolidated 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 The Partnership has no employees and is dependent on the Managing General Partner and its 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 general partner of the Partnership is Fox Partners, a California general partnership. The general partners of Fox Partners are FCMC, Fox Realty Investors ("FRI"), a California general partnership, and Fox Partners 82, a California general partnership. Pursuant to a series of transactions which closed during the first half of 1996, affiliates of Insignia Financial Group, Inc. ("Insignia") acquired (i) control of NPI Equity Investments II, Inc. ("NPI Equity"), the managing general partner of FRI, and (ii) all of the issued and outstanding shares of stock of FCMC. NPI Equity is a wholly-owned subsidiary of National Property Investors, Inc. ("NPI"). In connection with these transactions, affiliates of Insignia appointed new officers and directors of NPI Equity and FCMC. NOTE B - TRANSACTIONS WITH AFFILIATED PARTIES - (continued) The following transactions with affiliates of Insignia, NPI, and affiliates of NPI were charged to expense in 1996 and 1995:
For the Nine Months Ended September 30, 1996 1995 Property management fees (included in operating expenses) $ 460,000 $ 443,000 Reimbursement for services of affiliates (included in general and administrative expenses) 126,000 108,000
For the period from January 19, 1996, to September 30, 1996, the Partnership insured it 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. ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS The Partnership's investment properties consist of five apartment complexes. The following table sets forth the average occupancy of the properties for the nine months ended September 30, 1996 and 1995: Average Occupancy Property 1996 1995 Cherry Creek Garden Apartments Englewood, Colorado 96% 97% Creekside Apartments Denver, Colorado 97% 97% The Lodge Apartments Denver, Colorado 96% 98% The Village in the Woods Apartments Cypress, Texas 93% 95% Cooper's Pond Apartments Tampa, Florida 94% 93% The Partnership reported net income for the nine months ended September 30, 1996, of approximately $166,000 compared to approximately $209,000 for the same period of 1995. For the three months ended September 30, 1996, the Partnership reported net income of approximately $70,000 as compared to net income of approximately $76,000 for the three months ended September 30, 1995. The decrease in net income is primarily attributable to the recognition of $129,000 of extraordinary gain on extinguishment of debt for the three months ended September 30, 1995. On August 3, 1995, the Partnership paid $910,000 to satisfy in full the $1,039,000 second mortgage encumbering the Village in the Woods Apartments. Income before extraordinary item increased for the nine months ended September 30, 1996, versus September 30, 1995, due to an increase in revenues offset by an increase in depreciation and general and administrative expense. Revenues increased due to an increase in rental income and other income. The increase in other income is due primarily to increased interest income as a result of the increase in cash reserves held by the Partnership. Also contributing to the increase in other income was an increase in the collection of lease cancellation fees. As noted in Note E, the Partnership reimburses the Managing General Partner and its affiliates for its costs involved in the management and administrations of all Partnership activities. While overall expense reimbursements have increased during the nine months ending September 30, 1996, the recurring expenses subsequent to the transition efforts to the new administration are expected to more closely approximate historical levels. The increase in expense reimbursements during the nine months ending September 30, 1996, is directly attributable to the combined transition efforts of the Greenville and Atlanta administrative offices during the year-end close, preparation of the 1995 10-K and tax return (including the limited partner K-1's), filing of the first two quarterly reports and transition of asset management responsibilities to the new administration. As part of the ongoing business plan of the Partnership, the Managing General Partner monitors the rental market environment of each of its investment properties to assess the feasibility of increasing rents, maintaining or increasing occupancy levels and protecting the Partnership from increases in expense. 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 market conditions, there is no guarantee that the Managing General Partner will be able to sustain such a plan. At September 30, 1996, the Partnership had unrestricted cash of $4,676,000 compared to $2,165,000 at September 30, 1995. Net cash provided by operating activities increased as a result of an increase in accrued expenses and other liabilities due to the timing of the payment of various operating expenses. Also contributing to the increase in accrued expenses and other liabilities was an increase in the amount of prepaid rent collections at September 30, 1996. Net cash used in investing activities increased due to fewer withdrawals being made from capital improvement reserves. The decrease in net cash used in financing activities was due to the repayment of the second mortgage encumbering the Village in the Woods Apartments in August 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 Partnership 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 Partnership has no material capital programs scheduled to be performed in 1996, although certain routine and periodic capital expenditures and maintenance expenses have been budgeted. These capital expenditures and maintenance expenses will be incurred only if cash is available from operations or is received from the capital reserve account. 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 various properties 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 $36,138,000 net of discount, is amortized over varying periods and requires balloon payments ranging from July 1999 to July 2005 at which time the properties will be refinanced or sold. Future cash distributions will depend on the levels of net cash generated from operations, property sales and the availability of cash reserves. No cash distributions were made in 1995 or during the first nine months of 1996. In October 1996, a $1,300,000 distribution ($15.60 per unit) was made from operations. 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: None filed during the quarter ended September 30, 1996. 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 thereunto duly authorized. CENTURY PROPERTIES FUND XVII By: Fox Partners Its General Partner By: Fox Capital Management Corporation, Its Managing General Partner By: /s/ William H. Jarrard, Jr. William H. Jarrard, Jr. President and Director BY: /s/ Ronald Uretta Principal Financial Officer and Principal Accounting Officer Date: November 5, 1996 EX-27 2
5 This schedule contains summary financial information extracted from Century Properties Fund XVII 1996 Third Quarter 10-QSB and is qualified in its entirety by reference to such 10-QSB filing. 0000356472 CENTURY PROPERTIES FUND XVII 1,000 9-MOS DEC-31-1996 SEP-30-1996 4,676 0 0 0 0 0 64,992 27,593 44,368 0 36,138 0 0 0 7,026 44,368 0 9,393 0 0 9,227 0 2,657 0 0 0 0 0 0 166 1.95 0 Registrant has an unclassified balance sheet. Multiplier is 1.
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