-----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, Ex6kd2taJ43oiPOLogrheUDIMmTW5jgqsDaG6QrztlZD7Jn00ftkF04IAmTovWHG j2OwVtN4oerNGzgFCyI1kA== 0000736909-96-000001.txt : 19960517 0000736909-96-000001.hdr.sgml : 19960517 ACCESSION NUMBER: 0000736909-96-000001 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960515 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTURY PROPERTIES FUND XX CENTRAL INDEX KEY: 0000736909 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 942930770 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-13408 FILM NUMBER: 96565289 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 DRIVE 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 0-13408 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.) One Insignia Financial Plaza 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 . PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS a) CENTURY PROPERTIES FUND XX BALANCE SHEET (Unaudited) (in thousands, except unit data) March 31, 1996
Assets Cash and cash equivalents $ 5,902 Deferred charges 1,274 Other assets 638 Investment properties: Real estate $ 54,660 Accumulated depreciation (15,066) Allowance for impairment of value (6,296) 33,298 $ 41,112 Liabilities and Partners' Deficit Liabilities Accounts payable and accrued expenses $ 1,382 Non-Recourse Promissory Notes: Principal 31,386 Deferred interest payable 14,170 Partners' Deficit: Limited partners (61,814 units outstanding) $ (4,448) General partner (1,378) (5,826) $ 41,112 See Accompanying Notes to Financial Statements
b) CENTURY PROPERTIES FUND XX STATEMENTS OF OPERATIONS (Unaudited) (in thousands, except unit data)
Three Months Ended March 31, 1996 1995 Revenues: Rental income $ 1,732 $ 1,696 Other income 107 106 Total revenues 1,839 1,802 Expenses: Interest to promissory note holders 628 628 Operating 840 810 Depreciation 443 457 Amortization 81 81 General and administrative 174 164 Total expenses 2,166 2,140 Net loss $ (327) $ (338) Net loss allocated to general partner (2%) $ (7) $ (7) Net loss allocated to limited partners (98%) (320) (331) $ (327) $ (338) Net loss per limited partnership unit $ (5.18) $ (5.35) See Accompanying Notes to Financial Statements
c) CENTURY PROPERTIES FUND XX STATEMENT OF CHANGES IN PARTNERS' DEFICIT (Unaudited) (in thousands, except unit data)
Limited Partnership General Limited Units Partner Partners Total Original capital contributions 61,814 $ -- $ 30,907 $ 30,907 Partners' deficit at December 31, 1995 61,814 $ (1,371) $ (4,128) $ (5,499) Net loss for the three months ended March 31, 1996 -- (7) (320) (327) Partners' deficit at March 31, 1996 61,814 $ (1,378) $ (4,448) $ (5,826) See Accompanying Notes to Financial Statements
d) CENTURY PROPERTIES FUND XX STATEMENTS OF CASH FLOWS (Unaudited) (in thousands)
Three Months Ended March 31, 1996 1996 1995 Cash flows from operating activities: Net loss $ (327) $ (338) Adjustments to reconcile net loss to cash provided by operating activities: Depreciation and amortization 569 586 Deferred interest on non-recourse promissory notes 314 314 Change in accounts: Deferred charges (2) (16) Other assets (186) (71) Accounts payable and accrued expenses 410 256 Net cash provided by operating activities 778 731 Cash flows from investing activities: Property improvements and replacements (122) (153) Net cash used in investing activities (122) (153) Cash flows from financing activities -- -- Net increase in cash and cash equivalents 656 578 Cash and cash equivalents at beginning of period 5,246 4,226 Cash and cash equivalents at end of period $ 5,902 $ 4,804 See Accompanying Notes to Financial Statements
e) CENTURY PROPERTIES FUND XX NOTES TO FINANCIAL STATEMENTS (Unaudited) Note A - Basis of Presentation The accompanying unaudited financial statements of Century Properties Fund XX (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 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 The Partnership has no employees and is dependent on NPI Equity Investments II, Inc. ("NPI Equity" or 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 following transactions with affiliates of Insignia Financial Group, Inc. ("Insignia"), 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) $ 35,000 $ 33,000 Reimbursement for services of affiliates (included in general and administrative expenses) 58,000 39,000
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 The general partner of the Partnership is Fox Partners III, a California general partnership whose general partners are Fox Capital Management Corporation ("FCMC"), a California corporation, Fox Realty Investors ("FRI"), a California general partnership, and Fox Partners 84, a California general partnership. On December 6, 1993, the shareholders of FCMC entered into a Voting Trust Agreement with 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 in FRI retained indirect economic interests in the Partnership and such other investment limited partnerships, 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, a Delaware corporation, 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 and the Managing General Partner resigned and IFGP Corporation caused new officers and directors of each of those entities to be elected. Note C - 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. It is anticipated that any payments made to the Partnership on account of its $1,250,000 face amount deficiency certificate will not be made, if at all, until such time. The amount the Partnership will ultimately receive under the certificate, which is subject to contingencies, is uncertain. Accordingly, the certificate will be recorded in the financial statements when payment is received. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS The Partnership's investment properties consist of two apartment complexes, three office buildings, and two business parks. 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 Commonwealth Centre 82% 87% Dallas, TX Crabtree Office Center 92% 99% Raleigh, North Carolina Linpro Park I 100% 100% Reston, Virginia Metcalf 103 Office Park 99% 92% Overland Park, Kansas Highland Park Commerce 91% 78% Center-Phase I and II Charlotte, North Carolina Harbor Club Downs 96% 97% Palm Harbor, Florida The Corners Apartments 96% 95% Spartanburg, South Carolina The Managing General Partner attributes the decreases in occupancy at Commonwealth Centre and Crabtree Office Center to significant tenants vacating in 1995. Management at both properties has been able to execute leases with additional tenants to partially offset these declines in occupancy. Occupancy increased at Metcalf 103 Office Park due to the addition of a tenant occupying 23% of the total building space in the fourth quarter of 1995. The increase in occupancy at Highland Park Commerce Center is a result of two existing tenants leasing additional space and additional new tenants moving to the property in 1995. The Partnership's net loss for the three months ended March 31, 1996, was approximately $327,000 versus a net loss of approximately $338,000 for the same period of 1995. In general, operations remained consistent from 1995 to 1996. The decrease in net loss is primarily attributable to increased rental income as a result of increases in occupancy at three of the Partnership's properties as noted above and rental rate increases at the two apartment complexes. 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, 1996, the Partnership had unrestricted cash of $5,902,000, as compared to $4,804,000 at March 31, 1995. Net cash provided by operating activities increased primarily as a result of an increase in prepayments of rent. The decrease in cash used in investing activities is due to a reduction in property improvements and replacements. 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 consists of Non-Recourse Promissory Notes totalling $45,556,000 in principal and accrued interest. These notes mature on November 30, 1998 at which time the Partnership will have to extend the due dates of these notes, find replacement financing, or sell properties. 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 to the limited partners were made in 1995 or during the three months ended March 31, 1996. At this time, it appears that the original investment objective of capital growth from inception of the Partnership will not be attained and that investors will not receive a return of all 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: A Form 8-K dated January 19, 1996, was filed reporting the change in control of the Registrant. 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 XX By: FOX PARTNERS III 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 Ronald Uretta Principal Financial Officer and Principal Accounting Officer DATE: May 15, 1996 EX-27 2
5 This schedule contains summary financial information extracted from Century Properties Fund XX 1996 First Quarter 10-QSB and is qualified in its entirety by reference to such 10-QSB filing. 0000736909 CENTURY PROPERTIES FUND XX 1,000 3-MOS DEC-31-1996 MAR-31-1996 5,902 0 0 0 0 0 48,364 15,066 41,112 0 31,386 0 0 0 (5,826) 41,112 0 1,839 0 0 2,166 0 628 0 0 0 0 0 0 (327) (5.18) 0 The Registrant has an unclassified balance sheet.
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