-----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, C43xIcQl729+cd4Z/m+h4YG+cDwSgURK57h4CfUAoBo5GEUWKc3/zt8MINuH6gjS 2Su+agBMTSH9gpF9BsDTcQ== 0000356472-97-000001.txt : 19970508 0000356472-97-000001.hdr.sgml : 19970508 ACCESSION NUMBER: 0000356472-97-000001 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970331 FILED AS OF DATE: 19970507 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: 97597636 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 U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1997 [ ] TRANSITION REPORT PURSUANT TO 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) (Zip Code) (864) 239-1000 (Issuer's telephone 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 XVII CONSOLIDATED BALANCE SHEET (Unaudited) (in thousands, except unit data) March 31, 1997 Assets Cash and cash equivalents: Unrestricted $ 4,881 Restricted--tenant security deposits 268 Escrow for taxes 432 Restricted escrows 930 Other assets 390 Investment properties Land $ 7,078 Buildings and related personal property 58,393 65,471 Less accumulated depreciation (28,687) 36,784 $ 43,685 Liabilities and Partners' Capital Liabilities Accrued expenses and other liabilities $ 473 Accrued taxes 333 Security deposit liabilities 269 Mortgage notes payable 36,622 Partners' (Deficit) Capital General partners $ (7,041) Limited partners (75,000 units issued and outstanding) 13,029 5,988 $ 43,685 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 March 31, 1997 1996 Revenues: Rental income $ 3,027 $ 2,886 Other income 191 217 Total revenues 3,218 3,103 Expenses: Operating 933 970 General and administrative 54 112 Maintenance 302 340 Depreciation 547 516 Interest 912 883 Property taxes 178 206 Total expenses 2,926 3,027 Net income $ 292 $ 76 Income allocated to general partner $ 34 $ 9 Income allocated to limited partners 258 67 Net income $ 292 $ 76 Net income per limited partnership unit $ 3.44 $ .89 See Accompanying Notes to Consolidated Financial Statements
c) CENTURY PROPERTIES FUND XVII CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' CAPITAL (Unaudited) (in thousands, except unit data)
Limited Partnership General Limited Units Partners Partners Total Original capital contributions 75,000 $ -- $ 75,000 $ 75,000 Partners' (deficit) capital at December 31, 1996 75,000 $ (7,057) $ 12,771 $ 5,714 Distributions to partners (18) -- (18) Net income for the three months ended March 31, 1997 -- 34 258 292 Partners' (deficit) capital at March 31, 1997 75,000 $ (7,041) $ 13,029 $ 5,988 See Accompanying Notes to Consolidated Financial Statements
d) CENTURY PROPERTIES FUND XVII CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (in thousands)
Three Months Ended March 31, 1997 1996 Cash flows from operating activities: Net income $ 292 $ 76 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 547 516 Amortization of loan costs and debt discounts 368 334 Change in accounts: Other assets 7 27 Accrued expenses and other liabilities (368) 295 Net cash provided by operating activities 846 1,248 Cash flows from investing activities: Deposits to restricted escrows, net of withdrawals (49) (54) Property improvements and replacements (246) (250) Net cash used in investing activities (295) (304) Cash flows from financing activities: Payments on mortgage notes payable (93) (97) Distribution to partners (18) -- Net cash used in financing activities (111) (97) Net increase in unrestricted cash and cash equivalents 440 847 Unrestricted cash and cash equivalents at beginning of period 4,441 2,623 Unrestricted cash and cash equivalents at end of period $ 4,881 $ 3,470 Supplemental information: Cash paid for interest $ 510 $ 554 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 (the "Managing General Partner" or "FCMC"), 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, 1997, are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 1997. For further information, refer to the consolidated financial statements and footnotes thereto included in the Partnership's annual report on Form 10-KSB for the year ended December 31, 1996. Certain reclassifications have been made to the 1996 information to conform to the 1997 presentation. NOTE B - TRANSACTIONS WITH AFFILIATED PARTIES The Partnership has no employees and is dependent on its general partners Fox Realty Investors ("FRI"), a California general partnership, and the Managing General Partner, 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. Pursuant to a series of transactions which closed during the first half of 1996, affiliates of Insignia Financial Group, Inc. ("Insignia") acquired all of the issued and outstanding shares of stock of FCMC, NPI Equity Investments II, Inc. ("NPI Equity"), the managing general partner of FRI, and National Property Investors, Inc. ("NPI"). In connection with these transactions, affiliates of Insignia appointed new officers and directors of NPI Equity and FCMC. On March 29, 1996, an affiliate of Insignia acquired all of the issued and outstanding shares of stock of the general partners of the subsidiary partnerships which hold title to Cherry Creek Gardens Apartments, The Lodge Apartments and Creekside Apartments, which general partners hold a 1% interest in profits, losses and distributions of such subsidiary partnerships. The following transactions with affiliates of Insignia, NPI and affiliates of NPI were charged to expense in 1997 and 1996: Three Months Ended March 31, (in thousands) 1997 1996 Property management fees $ 157 $ 149 Reimbursement for services of affiliates 38 71 The Partnership insures 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. 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 three months ended March 31, 1997 and 1996: Average Occupancy Property 1997 1996 Cherry Creek Garden Apartments Englewood, Colorado 94% 94% Creekside Apartments Denver, Colorado 96% 97% The Lodge Apartments Denver, Colorado 97% 96% The Village in the Woods Apartments Cypress, Texas 93% 91% Cooper's Pond Apartments Tampa, Florida (1) 94% 90% 1)The increase in occupancy at Cooper's Pond Apartments is due to an increased emphasis on lease renewals. The Partnership generated net income for the three months ended March 31, 1997, of $292,000 compared to $76,000 for the same period of 1996. The increase in net income is primarily attributable to an increase in revenues and a decrease in certain expenses. Rental income increased due to increased average occupancy at The Lodge Apartments, Cooper's Pond Apartments, and The Village in the Woods Apartments. Operating expense decreased due to decreases in advertising expense and insurance expense at all of the Partnership's investment properties. General and administrative expenses decreased due to increased expense reimbursements in 1996, related to the relocation of the partnership administration offices from Atlanta, GA to Greenville, SC. Maintenance expense decreased due to fewer interior repairs and improvements needed at The Lodge Apartments and Creekside Apartments, although there are over $1,000,000 in capital improvements budgeted for the Partnership's investment properties during 1997, of which $246,000 has been completed to date. These budgeted improvements consist of new carpeting, appliances, perimeter fencing and roof replacements. Property tax expense decreased for the three months ended March 31, 1997, as compared to the three months ended March 31, 1996, due to decreased property tax rates and/or valuations at all of the investment properties. Offsetting these decreases in expenses were increases in depreciation expense and interest expense. Depreciation expense increased due to an increase in depreciable assets at the Partnership's investment properties. Interest expense increased due to increased amortization of the debt discount secured by The Village in the Woods Apartments' zero coupon note. Included in maintenance expense for the three months ended March 31, 1997, is $51,000 of major repairs and maintenance mainly comprised of exterior building improvements and major landscaping. Included in maintenance expense for the three months ended March 31, 1996, is $32,000 of major repairs and maintenance mainly comprised of major landscaping, office equipment, and exterior building improvement. 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 March 31, 1997, the Partnership had unrestricted cash and cash equivalents of $4,881,000 compared to $3,470,000 at March 31, 1996. Net cash provided by operating activities decreased as a result of decreased accrued expenses and other liabilities, which is due to the timing of the payment of various operating expenses. Net cash used in investing activities remained stable for the three months ended March 31, 1997, versus the same period in 1996. The increase in net cash used in financing activities is due to the distribution of $18,000 to the general partner that owns a 1% interest in the lower tier partnerships that own Cherry Creek Gardens Apartments, The Lodge Apartments and Creekside Apartments. This distribution was necessitated by a distribution of $1,782,000 from these lower tier partnerships to the Partnership in order to accumulate funds into one pool for investment purposes. 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 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 $36,622,000 net of discount, is amortized over varying periods with maturity dates ranging from July 1999 to July 2005, at which time the properties will either 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. Currently, the Managing General Partner is evaluating the feasibility of a distribution during 1997. 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 March 31, 1997. SIGNATURES In accordance with the requirements of the Exchange Act, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. CENTURY PROPERTIES FUND XVII By: Fox Capital Management Corporation, Managing General Partner By: /s/ William H. Jarrard, Jr. William H. Jarrard, Jr. President and Director BY: /s/ Ronald Uretta Ronald Uretta Vice President and Treasurer Date: May 7, 1997 EX-27 2
5 This schedule contains summary financial information extracted from Century Properties Fund XVII 1997 First Quarter 10-QSB and is qualified in its entirety by reference to such 10-QSB filing. 0000356472 CENTURY PROPERTIES FUND XVII 1,000 3-MOS DEC-31-1997 MAR-31-1997 4,881 0 0 0 0 0 65,471 28,687 43,685 0 36,622 0 0 0 5,988 43,685 0 3,218 0 0 2,926 0 912 0 0 0 0 0 0 292 3.44 0 Registrant has an unclassified balance sheet. Multiplier is 1.
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