-----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, Kr8Jjo1PMOwu01N6f+4H+8WnOvDVRaEn9z/0Um/TeF3mXIGetaHmnqFkRlNGub5H 8YlQFAkMbNo/bEex9D4FnQ== /in/edgar/work/0000711642-00-000345/0000711642-00-000345.txt : 20001116 0000711642-00-000345.hdr.sgml : 20001116 ACCESSION NUMBER: 0000711642-00-000345 CONFORMED SUBMISSION TYPE: 10QSB/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000630 FILED AS OF DATE: 20001114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTURY PROPERTIES FUND XX CENTRAL INDEX KEY: 0000736909 STANDARD INDUSTRIAL CLASSIFICATION: [6500 ] IRS NUMBER: 942930770 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB/A SEC ACT: SEC FILE NUMBER: 000-13408 FILM NUMBER: 768502 BUSINESS ADDRESS: STREET 1: 55 BEATTIE PLACE STREET 2: PO BOX 1089 CITY: GREENVILLE STATE: SC ZIP: 29602 BUSINESS PHONE: 8642391000 MAIL ADDRESS: STREET 1: POST & HEYMANN STREET 2: 5665 NORTHSIDE DRIVE NW CITY: ATLANTA STATE: GA ZIP: 30328 10QSB/A 1 0001.txt FORM 10-QSB FORM 10-QSB--QUARTERLY OR TRANSITIONAL 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/A (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2000 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _________to _________ Commission file number 0-13408 CENTURY PROPERTIES FUND XX (Exact name of small business issuer as specified in its charter) California 94-2930770 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 55 Beattie Place, PO Box 1089 Greenville, South Carolina 29602 (Address of principal executive offices) (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___ Note: The Form 10-QSB for the quarter ended June 30, 2000 of Century Properties Fund XX is being amended to correct the overstatement of cash and cash equivalents, debt trustee escrow, and estimated costs during the period of liquidation and the understatement of non-recourse promissory notes as originally reported. PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS a) CENTURY PROPERTIES FUND XX STATEMENT OF NET LIABILITIES IN LIQUIDATION (unaudited) (in thousands, except unit data) June 30, 2000 Assets Cash and cash equivalents $ 1,842 Receivables and deposits 385 Debt trustee escrow 10,974 Investment properties 5,680 18,881 Liabilities Accounts payable 31 Tenant security deposit liabilities 33 Accrued property taxes 38 Other liabilities 304 Non-recourse promissory notes (Note A) 18,584 Estimated costs during the period of liquidation 337 19,327 Net liabilities in liquidation $ (446) See Accompanying Notes to Financial Statements b) CENTURY PROPERTIES FUND XX STATEMENT OF CHANGES IN NET LIABILITIES IN LIQUIDATION (Unaudited) (in thousands) Six Months Ended June 30, 2000 Net liabilities in liquidation at beginning of period $ (373) Changes in net liabilities in liquidation attributed to: Increase in cash and cash equivalents 124 Decrease in receivables and deposits (293) Increase in debt trustee escrow 8,704 Decrease in investment properties (26,461) Decrease in accounts payable 51 Decrease in tenant security deposit payable 92 Decrease in accrued property taxes 204 Increase in other liabilities (128) Decrease in Non-Recourse Promissory Notes and interest 17,971 Increase in estimated costs during the period of liquidation (337) Net liabilities in liquidation at end of period $ (446) See Accompanying Notes to Financial Statements c) CENTURY PROPERTIES FUND XX STATEMENT OF OPERATIONS (Unaudited) (in thousands, except unit data)
Three Months Ended Six Months Ended June 30, 1999 June 30, 1999 Revenues: Rental income $ 2,067 $ 4,004 Other income 153 412 Income from deficiency certificate settlement 91 91 Total revenues 2,311 4,507 Expenses: Operating 651 1,376 General and administrative 154 457 Depreciation 434 859 Interest to promissory note holders 627 1,255 Property taxes 159 316 Total expenses 2,025 4,263 Net income $ 286 $ 244 Net income allocated to general partner (2%) $ 6 $ 5 Net income allocated to limited partners (98%) 280 239 $ 286 $ 244 Net income per limited partnership unit (61,814 units authorized and outstanding) $ 4.53 $ 3.87
See Accompanying Notes to Financial Statements d) CENTURY PROPERTIES FUND XX STATEMENT OF CASH FLOWS (Unaudited) (in thousands, except unit data) Six months Ended June 30, 1999 Cash flows from operating activities: Net income $ 244 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 859 Amortization of deferred charges 116 Deferred interest on non-recourse promissory notes 627 Change in accounts: Receivables and deposits (1,012) Other assets (113) Accounts payable 8 Tenant security deposit liabilities (2) Accrued property taxes 43 Accrued interest-promissory notes 627 Other liabilities (4) Net cash provided by operating activities 1,393 Cash flows from investing activities: Property improvements and replacements (162) Lease commissions paid (53) Net cash used in investing activities (215) Cash flows used in financing activities: Loan costs paid (390) Net increase in cash and cash equivalents 788 Cash and cash equivalents at beginning of period 9,197 Cash and cash equivalents at end of period $ 9,985 See Accompanying Notes to Financial Statements e) CENTURY PROPERTIES FUND XX NOTES TO FINANCIAL STATEMENTS (Unaudited) Note A - Basis of Presentation As of December 31, 1999, Century Properties Fund XX (the "Partnership" or "Registrant") adopted the liquidation basis of accounting due to the imminent loss of its remaining investment properties. The Partnership's Nonrecourse Promissory Notes (the "Notes") of approximately $18,342,000 in principal and accrued interest were in default due to nonpayment upon maturity on November 30, 1998. The Notes are secured by a deed of trust on all properties owned by the Partnership. The Promissory Notes bear interest at eight percent per annum except that interest of up to four percent was deferred, provided the Partnership made interest payments on the unpaid principal balance of at least four percent per annum. The deferred interest does not bear interest. Fox Capital Management Corporation ("FCMC" or the "Managing General Partner"), the general partner of the Partnership's general partner, previously contacted the indenture trustee for the Notes and certain holders of the Notes regarding this default. On October 28, 1999 the Partnership entered into a forbearance agreement with the indenture trustee for a period of 390 days. The Trustee has indicated, however, that it will extend the forbearance period to accommodate the completion of the sale of the Partnership's remaining property. In turn, the Partnership agreed to (a) deliver to the indenture trustee for the benefit of the note holders all of the accumulated cash of the Partnership, less certain reserves and anticipated operating expenses, (b) market all of its properties for sale, (c) deliver all cash proceeds from any sales to the indenture trustee until the notes are fully satisfied and (d) comply with the reporting requirements under the indenture. Based on the proceeds received to date from sales of Partnership assets and the anticipated net proceeds from the sale of the Partnership's remaining property, it is unlikely the sales of the Partnership's assets will generate sufficient proceeds to pay off the Nonrecourse Promissory Notes in full. If the Partnership cannot sell its property for sufficient value, in accordance with the terms of the forbearance agreement, it is likely that the Partnership will lose its property through delivery to an auctioneer who would sell the assets for the benefit of the Note holders. As a result of the decision to liquidate the Partnership, the Partnership changed its basis of accounting for its financial statements at December 31, 1999, to the liquidation basis of accounting. Consequently, assets have been valued at estimated net realizable value and liabilities are presented at their estimated settlement amounts. The valuation of assets and liabilities necessarily requires many estimates and assumptions and there are substantial uncertainties in carrying out the liquidation. The actual realization of assets and settlement of liabilities could be higher or lower than amounts indicated and is based upon the Managing General Partner's estimates as of the date of the financial statements. Included in liabilities in the statement of net liabilities in liquidation as of June 30, 2000 is approximately $337,000 of costs, net of income, that the Managing General Partner estimates will be incurred during the period of liquidation based on the assumption that the liquidation process will be completed by December 31, 2000. Because the success in realization of assets and the settlement of liabilities is based on the Managing General Partner's best estimates, the liquidation period may be shorter than projected or it may be extended beyond the projected period. Note B - Transfer of Control Pursuant to a series of transactions which closed on October 1, 1998 and February 26, 1999, Insignia Financial Group, Inc. and Insignia Properties Trust merged into Apartment Investment and Management Company ("AIMCO"), a publicly traded real estate investment trust, with AIMCO being the surviving corporation (the "Insignia Merger"). As a result, AIMCO acquired 100% ownership interest in the Managing General Partner. The Managing General Partner does not believe that this transaction has had or will have a material effect on the affairs and operations of the Partnership. Note C - 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 certain 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 the Managing General Partner were incurred during the six month periods ended June 30, 2000 and 1999: 2000 1999 (in thousands) Property management fees (included in operating expenses) $ 74 $ 78 Reimbursement for services of affiliates (included in investment properties, operating and general and administrative expenses) 76 87 During the six months ended June 30, 2000 and 1999, affiliates of the Managing General Partner were entitled to receive 5% of gross receipts from both of the Partnership's residential properties as compensation for providing property management services. The Partnership paid to such affiliates approximately $74,000 and $78,000 for the six months ended June 30, 2000 and 1999, respectively. For the Partnership's commercial properties, these services were provided by an unrelated party for the six month periods ended June 30, 2000 and 1999. Affiliates of the Managing General Partner received reimbursement of accountable administrative expenses amounting to approximately $76,000 and $87,000 for the six months ended June 30, 2000 and 1999, respectively. AIMCO and its affiliates currently own 3,601 limited partnership units in the Partnership representing 5.826% of the outstanding units. A number of these units were acquired pursuant to tender offers made by AIMCO or its affiliates. It is possible that AIMCO or its affiliates will make one or more additional offers to acquire additional limited partnership interests in the Partnership for cash or in exchange for units in the operating partnership of AIMCO. Under the Partnership Agreement, unitholders holding a majority of the Units are entitled to take action with respect to a variety of matters. When voting on matters, AIMCO would in all likelihood vote the Units it acquired in a manner favorable to the interest of the Managing General Partner because of their affiliation with the Managing General Partner. Note D - Contingency On January 24, 1990, a settlement agreement was executed by and between the Partnership and certain defendants in connection with legal proceedings at Commonwealth Centre. Lincoln Property Company ("Lincoln"), one of the defendants, provided the Partnership with a deficiency certificate totaling $1,250,000 pursuant to Lincoln's company-wide debt restructuring plan. Effective December 31, 1994, the obligators under this collateral pool agreement exercised their right to extend the maturity date of the deficiency certificates to December 31, 1997. The senior obligators have accepted an offer to settle the outstanding amounts due from Lincoln at a discounted rate. The Managing General Partner was obligated to accept the initial settlement which equated to approximately $256,000. Prior to this settlement, the Partnership had not recorded a receivable on the financial statements due to the uncertainty of receiving any funds. The initial settlement related to the cash collateral pool, and the Partnership received further funds of approximately $45,000 during the remaining months of 1998 as well as approximately $91,000 during the six months ended June 30, 1999. It is anticipated that the Partnership will not receive any additional funds from the settlement. With receipt of this settlement, the Partnership has recorded income from the settlement in the financial statements. The current settlement relates to the cash available to distribute in the collateral pool. Note E - Segment Reporting Description of the types of products and services from which the reportable segment derives its revenues: The Partnership has one remaining reportable segment: one commercial property. The commercial property segment consists of one office complex in North Carolina. The Partnership leases office space for terms that typically exceed one year. The properties in the residential property segment were sold during the six months ended June 30, 2000. Effective December 31, 1999, the Partnership adopted the liquidation basis of accounting (see "Note A - Basis of Presentation"). As a result, segment information is only provided for the three and six month periods ended June 30, 1999. Measurement of segment profit or loss: The Partnership evaluates performance based on segment profit (loss) before depreciation. The accounting policies of the reportable segment are the same as those of the Partnership as described in Partnership's Annual Report on Form 10-KSB for the year ended December 31, 1999. Factors management used to identify the enterprise's reportable segment: The Partnership's reportable segment consists of investment properties that offer different products and services. The reportable segments are each managed separately because they provide distinct services with different types of products and customers. Segment information for the three and six month periods ended June 30, 1999 is shown in the tables below (in thousands). The "Other" column includes partnership administration related items and income and expense not allocated to the reportable segments.
Three months ended June 30, 1999 Residential Commercial Other Totals Rental income $ 731 $ 1,336 $ -- $ 2,067 Other income 30 5 118 153 Income from settlement -- -- 91 91 Interest expense -- -- 627 627 Depreciation 115 319 -- 434 General and administrative expense -- -- 154 154 Segment profit (loss) 306 552 (572) 286 Six months ended June 30, 1999 Residential Commercial Other Totals Rental income $ 1,455 $ 2,549 $ -- $ 4,004 Other income 57 7 348 412 Income from settlement -- -- 91 91 Interest expense -- -- 1,255 1,255 Depreciation 230 629 -- 859 General and administrative expense -- -- 457 457 Segment profit (loss) 583 934 (1,273) 244 Total assets 11,033 21,911 10,148 43,092 Capital expenditures for investment properties 120 39 -- 159
Note F - Sale of Investment Properties On March 27, 2000, the Partnership sold Linpro Park to an unaffiliated party for $9,500,000. The net sales proceeds of approximately $9,002,000 were wired directly to the Indenture Trustee as required by the forbearance agreement. On April 7, 2000, the Partnership sold The Corners Apartments to an unaffiliated third party for approximately $4,000,000. The net sales proceeds of approximately $3,712,000 were wired directly to the Indenture Trustee as required by the forbearance agreement. On May 8, 2000, the Partnership sold Metcalf 103 Office Park to an unaffiliated third party for approximately $3,120,000. The net sales proceeds of $2,878,000 were wired directly to the Indenture Trustee as required by the forbearance agreement. On June 20, 2000 the Partnership sold Harbor Club Downs for approximately $11,000,000. The net sales proceeds of approximately $10,200,000 were wired directly to the Indenture Trustee as required by the forbearance agreement. Note G - Legal Proceedings In March 1998, several putative unit holders of limited partnership units of the Partnership commenced an action entitled Rosalie Nuanes, et al. v. Insignia Financial Group, Inc., et al. in the Superior Court of the State of California for the County of San Mateo. The plaintiffs named as defendants, among others, the Partnership, its Managing General Partner and several of their affiliated partnerships and corporate entities. The action purports to assert claims on behalf of a class of limited partners and derivatively on behalf of a number of limited partnerships (including the Partnership) which are named as nominal defendants, challenging the acquisition of interests in certain general partner entities by Insignia Financial Group, Inc. ("Insignia") and entities which were, at one time, affiliates of Insignia; past tender offers by the Insignia affiliates to acquire limited partnership units; the management of partnerships by the Insignia affiliates; and the Insignia Merger. The plaintiffs seek monetary damages and equitable relief, including judicial dissolution of the Partnership. On June 25, 1998, the Managing General Partner filed a motion seeking dismissal of the action. In lieu of responding to the motion, the plaintiffs have filed an amended complaint. The Managing General Partner filed demurrers to the amended complaint which were heard February 1999. Pending the ruling on such demurrers, settlement negotiations commenced. On November 2, 1999, the parties executed and filed a Stipulation of Settlement, settling claims, subject to final court approval, on behalf of the Partnership and all limited partners who owned units as of November 3, 1999. Preliminary approval of the settlement was obtained on November 3, 1999 from the Court, at which time the Court set a final approval hearing for December 10, 1999. Prior to the December 10, 1999 hearing, the Court received various objections to the settlement, including a challenge to the Court's preliminary approval based upon the alleged lack of authority of prior lead counsel to enter the settlement. On December 14, 1999, the Managing General Partner and its affiliates terminated the proposed settlement. In February 2000, counsel for some of the named plaintiffs filed a motion to disqualify plaintiff's lead and liaison counsel who negotiated the settlement. On June 27, 2000, the Court entered an order disqualifying them from the case. The Court will entertain applications for lead counsel which must be filed by August 4, 2000. The Court has scheduled a hearing on August 21, 2000 to address the issue of appointing lead counsel. The Managing General Partner does not anticipate that costs associated with this case will be material to the Partnership's overall operations. The Partnership is unaware of any other pending or outstanding litigation that is not of a routine nature arising in the ordinary course of business. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS The matters discussed in this Form 10-QSB contain certain forward-looking statements and involve risks and uncertainties (including changing market conditions, competitive and regulatory matters, etc.) detailed in the disclosures contained in this Form 10-QSB and the other filings with the Securities and Exchange Commission made by the Partnership from time to time. The discussion of the Partnership's business and results of operations, including forward-looking statements pertaining to such matters, does not take into account the effects of any changes to the Registrant's business and results of operations. Accordingly, actual results could differ materially from those projected in the forward-looking statements as a result of a number of factors, including those identified herein. The Partnership's investment property consists of one business park. The following table sets forth the average occupancy of the property for the six months ended June 30, 2000 and 1999: Average Occupancy Property 2000 1999 Highland Park Commerce Center (1) 84% 91% Charlotte, North Carolina (1) The decrease in occupancy at Highland Park Commerce Center is due to the loss of seven tenants over the past twelve months occupying 17,885 square feet, which represents approximately 16% of the total space. As of December 31, 1999, Century Properties Fund XX (the "Partnership" or "Registrant") adopted the liquidation basis of accounting due to the imminent loss of its remaining investment properties. Pursuant to the terms of the Notes, the Partnership was required to pay interest at a rate of 4% per annum on the Notes, and accrue the additional 4% per annum due on the Notes. The Notes are secured by the Partnership's property. The Notes, which had a balance of principal and accrued interest of approximately $18,342,000 at June 30, 2000, matured on November 30, 1998. On October 28, 1999 the Partnership entered into a forbearance agreement with the indenture trustee for a period of 390 days. In turn, the Partnership agreed to (a) deliver to the indenture trustee for the benefit of the note holders all of the accumulated cash of the Partnership, less certain reserves and anticipated operating expenses, (b) market all of its properties for sale, (c) deliver all cash proceeds from any sales to the indenture trustee until the notes are fully satisfied and (d) comply with the reporting requirements under the indenture. Based on the proceeds received to date from sales of Partnership assets and the anticipated net proceeds from the sale of the Partnership's remaining property, it is unlikely the sales of the Partnership's assets will generate sufficient proceeds to pay off the Nonrecourse Promissory Notes in full. If the Partnership cannot sell its properties for sufficient value, in accordance with the terms of the forbearance agreement, it is likely that the Partnership will lose its properties through delivery to an auctioneer who would sell the assets for the benefit of the Note holders. As a result of the decision to liquidate the Partnership, the Partnership changed its basis of accounting for its financial statements at December 31, 1999 to the liquidation basis of accounting. Consequently, assets have been valued at estimated net realizable value and liabilities are presented at their estimated settlement amounts. The valuation of assets and liabilities necessarily requires many estimates and assumptions and there are substantial uncertainties in carrying out the liquidation. The actual realization of assets and settlement of liabilities could be higher or lower than amounts indicated and is based upon the Managing General Partner's estimates as of the date of the financial statements. Included in liabilities in the statement of net liabilities in liquidation as of June 30, 2000 is approximately $337,000 of costs, net of income, that the Managing General Partner estimates will be incurred during the period of liquidation based on the assumption that the liquidation process will be completed by December 31, 2000. Because the success in realization of assets and the settlement of liabilities is based on the Managing General Partner's best estimates, the liquidation period may be shorter than projected or it may be extended beyond the projected period. On March 27, 2000, the Partnership sold Linpro Park to an unaffiliated party for $9,500,000. The net sales proceeds of approximately $9,002,000 were wired directly to the Indenture Trustee as required by the forbearance agreement. On April 7, 2000, the Partnership sold The Corners Apartments to an unaffiliated third party for approximately $4,000,000. The net sales proceeds of approximately $3,712,000 were wired directly to the Indenture Trustee as required by the forbearance agreement. On May 8, 2000, the Partnership sold Metcalf 103 Office Park to an unaffiliated third party for approximately $3,120,000. The net sales proceeds of approximately $2,878,000 were wired directly to the Indenture Trustee as required by the forbearance agreement. On June 20, 2000 the Partnership sold Harbor Club Downs for approximately $11,000,000. The net sales proceeds of approximately $10,200,000 were wired directly to the Indenture Trustee as required by the forbearance agreement. As part of the ongoing business plan of the Partnership, the Managing General Partner monitors the rental market environment of its remaining investment property 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 market conditions, there is no guarantee that the Managing General Partner will be able to sustain such a plan. The following is a general description of the tax consequences that may result to a limited partner upon the sale of the Partnership's remaining property. Each limited partner should consult with his or her own tax advisor to determine his or her particular tax consequences. The taxable gain and income resulting from the sale of the Partnership's property will pass through to the limited partners, and will likely result in income tax liability to the limited partners without any distribution of cash from the Partnership. Highland Park Commerce Center During the six months ended June 30, 2000, the Partnership completed approximately $46,000 of capital improvements at Highland Park Commerce Center consisting primarily of tenant improvements. The property is currently being marketed for sale; therefore, no funds have been budgeted for capital improvements for the year 2000. Capital improvements will be made as necessary until the property is sold. PART II - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS In March 1998, several putative unit holders of limited partnership units of the Partnership commenced an action entitled Rosalie Nuanes, et al. v. Insignia Financial Group, Inc., et al. in the Superior Court of the State of California for the County of San Mateo. The plaintiffs named as defendants, among others, the Partnership, its Managing General Partner and several of their affiliated partnerships and corporate entities. The action purports to assert claims on behalf of a class of limited partners and derivatively on behalf of a number of limited partnerships (including the Partnership) which are named as nominal defendants, challenging the acquisition of interests in certain general partner entities by Insignia Financial Group, Inc. ("Insignia") and entities which were, at one time, affiliates of Insignia; past tender offers by the Insignia affiliates to acquire limited partnership units; the management of partnerships by the Insignia affiliates; and the Insignia Merger. The plaintiffs seek monetary damages and equitable relief, including judicial dissolution of the Partnership. On June 25, 1998, the Managing General Partner filed a motion seeking dismissal of the action. In lieu of responding to the motion, the plaintiffs have filed an amended complaint. The Managing General Partner filed demurrers to the amended complaint which were heard February 1999. Pending the ruling on such demurrers, settlement negotiations commenced. On November 2, 1999, the parties executed and filed a Stipulation of Settlement, settling claims, subject to final court approval, on behalf of the Partnership and all limited partners who owned units as of November 3, 1999. Preliminary approval of the settlement was obtained on November 3, 1999 from the Court, at which time the Court set a final approval hearing for December 10, 1999. Prior to the December 10, 1999 hearing, the Court received various objections to the settlement, including a challenge to the Court's preliminary approval based upon the alleged lack of authority of prior lead counsel to enter the settlement. On December 14, 1999, the Managing General Partner and its affiliates terminated the proposed settlement. In February 2000, counsel for some of the named plaintiffs filed a motion to disqualify plaintiff's lead and liaison counsel who negotiated the settlement. On June 27, 2000, the Court entered an order disqualifying them from the case. The Court will entertain applications for lead counsel which must be filed by August 4, 2000. The Court has scheduled a hearing on August 21, 2000 to address the issue of appointing lead counsel. The Managing General Partner does not anticipate that costs associated with this case will be material to the Partnership's overall operations. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K a) Exhibits: Exhibit 10.6, Purchase and Sale Contract between Registrant and Galaxy Investments, Inc., an unrelated Delaware Corporation, effective March 27, 2000, regarding the sale of Linpro Park. Exhibit 10.7, Purchase and Sale Contract between Registrant and Pennsylvania Realty Group, Inc., an unrelated Pennsylvania Corporation, effective April 7, 2000, regarding the sale of The Corners Apartments. Exhibit 10.8, Amendment to Purchase and Sale Contract between Registrant and Pennsylvania Realty Group, Inc., an unrelated Pennsylvania Corporation, effective April 7, 2000, regarding the sale of The Corners Apartments. Exhibit 10.9, Second Amendment to Purchase and Sale Contract between Registrant and Pennsylvania Realty Group, Inc., an unrelated Pennsylvania Corporation, effective April 7, 2000, regarding the sale of The Corners Apartments. Exhibit 10.10, Third Amendment to Purchase and Sale Contract between Registrant and Pennsylvania Realty Group, Inc., an unrelated Pennsylvania Corporation, effective April 7, 2000, regarding the sale of The Corners Apartments. Exhibit 10.11, Purchase and Sale Contract between Registrant and Chambers & Associates Commercial Real Estate Services, L.L.C., an unrelated Kansas limited liability company, effective May 8, 2000, regarding the sale of Metcalf Office Park. Exhibit 10.12, Amendment to Purchase and Sale Contract between Registrant and Chambers & Associates Commercial Real Estate Services, L.L.C., an unrelated Kansas limited liability company, effective May 8, 2000, regarding the sale of Metcalf Office Park. Exhibit 10.13, Second Amendment to Purchase and Sale Contract between Registrant and Chambers & Associates Commercial Real Estate Services, L.L.C., an unrelated Kansas limited liability company, effective May 8, 2000, regarding the sale of Metcalf Office Park. Exhibit 10.14, Third Amendment to Purchase and Sale Contract between Registrant and Chambers & Associates Commercial Real Estate Services, L.L.C., an unrelated Kansas limited liability company, effective May 8, 2000, regarding the sale of Metcalf Office Park. Exhibit 10.15, Agreement of Purchase Agreement and Assumption between Chambers & Associates Commercial Real Estate Services, L.L.C., and Metcalf Associates-2000, L.L.C., dated April 7, 2000, regarding the sale of Metcalf Office Park. Exhibit 10.16, Purchase and Sale Contract between Registrant and Housing Systems, Inc., an unrelated Georgia Corporation, effective June 20, 2000, regarding the sale of Harbor Club Downs. Exhibit 10.17, Amendment to Purchase and Sale Contract between Registrant and Housing Systems, Inc., an unrelated Georgia Corporation, effective June 20, 2000, regarding the sale of Harbor Club Downs. 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 June 30, 2000. 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 XX By: FOX PARTNERS III Its General Partner By: FOX CAPITAL MANAGEMENT CORPORATION Its Managing General Partner By: /s/Patrick J. Foye Patrick J. Foye Executive Vice President By: /s/Martha L. Long Martha L. Long Senior Vice President and Controller Date: November 14, 2000 EX-27 2 0002.txt SECOND QUARTER 10-QSB/A
5 This schedule contains summary financial information extracted from Century Properties Fund XX 2000 Second Quarter 10-QSB/A and is qualified in its entirety by reference to such 10-QSB/A filing. 0000736909 Century Properties Fund XX 1,000 6-MOS DEC-31-2000 APR-01-2000 JUN-30-2000 1,842 0 385 0 0 0 5,680 0 18,881 0 18,584 0 0 0 0 19,327 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0.00 0 Registrant has an unclassified balance sheet. Multiplier is 1.
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