-----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, J5oAnBJOkl4PZD5VFA2VS6UkI79xln/lDugYTgZ8gGcTEiT997WHn8zaJk58OwsH cuBT9LDSffv6LALWGOurQA== 0000736909-97-000002.txt : 19970512 0000736909-97-000002.hdr.sgml : 19970512 ACCESSION NUMBER: 0000736909-97-000002 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970331 FILED AS OF DATE: 19970509 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: 97599648 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 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, 1997 [ ] 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, 1997
Assets Cash and cash equivalents $ 7,006 Receivables and deposits 326 Other assets 1,127 Investment properties: Land $ 6,495 Buildings and related personal property 42,373 48,868 Less accumulated depreciation (16,782) 32,086 $ 40,545 Liabilities and Partners' Deficit Liabilities Accounts payable $ 21 Tenants security deposits 172 Accrued taxes 169 Accrued interest - promissory notes 628 Other liabilities 47 Non-Recourse Promissory Notes: Principal 31,386 Deferred interest payable 15,426 Partners' Deficit: Limited partners' (61,814 units outstanding) $ (5,872) General partner's (1,432) (7,304) $ 40,545 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, 1997 1996 Revenues: Rental income $ 1,686 $ 1,732 Other income 120 107 Total revenues 1,806 1,839 Expenses: Interest to promissory note holders 628 628 Operating 817 840 Depreciation 379 443 Amortization of sales commissions and organizational costs 81 81 General and administrative 170 174 Total expenses 2,075 2,166 Net loss $ (269) $ (327) Net loss allocated to general partner (2%) $ (5) $ (7) Net loss allocated to limited partners (98%) (264) (320) $ (269) $ (327) Net loss per limited partnership unit $ (4.26) $ (5.18) 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's Partners' Total Original capital contributions 61,814 $ -- $ 30,907 $ 30,907 Partners' deficit at December 31, 1996 61,814 $ (1,427) $ (5,608) $ (7,035) Net loss for the three months ended March 31, 1997 -- (5) (264) (269) Partners' deficit at March 31, 1997 61,814 $ (1,432) $ (5,872) $ (7,304) See Accompanying Notes to Financial Statements
d) CENTURY PROPERTIES FUND XX STATEMENTS OF CASH FLOWS (Unaudited) (in thousands)
Three Months Ended March 31, 1997 1997 1996 Cash flows from operating activities: Net loss $ (269) $ (327) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation 379 443 Amortization of deferred charges 117 126 Deferred interest on non-recourse promissory notes 314 314 Change in accounts: Receivables and deposits 126 (189) Other assets (54) 1 Accounts payable (113) 47 Tenant security deposits (1) -- Accrued taxes (10) 80 Accrued interest - promissory notes 314 314 Other liabilities (6) (31) Net cash provided by operating activities 797 778 Cash flows from investing activities: Property improvements and replacements (65) (122) Net cash used in investing activities (65) (122) Cash flows from financing activities -- -- Net increase in cash and cash equivalents 732 656 Cash and cash equivalents at beginning of period 6,274 5,246 Cash and cash equivalents at end of period $ 7,006 $ 5,902 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 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 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 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 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 III, a California general partnership whose general partners are FCMC, Fox Realty Investors ("FRI"), a California general partnership, and Fox Partners 84, 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 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. The following transactions with affiliates of Insignia, NPI, and affiliates of NPI were incurred during the three months ended March 31, 1997 and 1996 (in thousands): Three Months Ended March 31, 1997 1996 Property management fees (included in operating expenses) $ 36 $ 35 Reimbursement for services of affiliates (included in general and administrative and operating expenses) 32 58 For the period from January 19, 1996, to March 31, 1997, 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 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, 1997 and 1996: Average Occupancy Property 1997 1996 Commonwealth Centre 78% 82% Dallas, TX Crabtree Office Center 96% 92% Raleigh, North Carolina Linpro Park I 98% 100% Reston, Virginia Metcalf 103 Office Park 97% 99% Overland Park, Kansas Highland Park Commerce Center 96% 91% Charlotte, North Carolina Harbor Club Downs 95% 96% Palm Harbor, Florida The Corners Apartments 90% 96% Spartanburg, South Carolina The Managing General Partner attributes the decrease in occupancy at Commonwealth Centre to a tenant vacating the property in January 1997, at the end of its lease. Management at the property is currently in negotiations with two prospective tenants. If both leases are executed, the property's occupancy would increase to 100%. There can be no assurance, however, that either or both of the prospective tenants will lease space at the property. Occupancy increased at Crabtree Office Center and Highland Park Commerce Center as the result of new tenants moving into the properties during 1996. The decrease in occupancy at the Corners Apartments relates to the increased competition resulting from two new apartment complexes having been built in the market area during the last year. The Partnership's net loss for the three months ended March 31, 1997, was approximately $269,000 versus a net loss of approximately $327,000 for the corresponding period of 1996. The decrease in net loss is primary attributable to a decrease in total expenses. The decrease in expenses is primarily the result of a reduction in depreciation expense, as a result of certain assets becoming fully depreciated in 1996. Included in operating expense for the three months ended March 31, 1996, is approximately $21,000 of major repairs and maintenance comprised primarily of swimming pool repairs and landscaping. During the three months ended March 31, 1997, there were no expenditures for major repairs and maintenance. Partially offsetting the decrease in total expenses was a decrease in rental income. Included in rental income are tenants reimbursements which are estimated on a quarterly basis and billed annually. The estimated tenant reimbursements at December 31, 1996 for Commonwealth and Metcalf were based on historical information. These estimates were adjusted in the first quarter of 1997 when the actual bilings were prepared. This adjustment to the 1996 estimate caused a decrease in rental revenues for the three months ended March 31, 1997. 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 of approximately $7,006,000, as compared to approximately $5,902,000 at March 31, 1996. Net cash provided by operating activities increased primarily due to the reduction in receivable balances as a result of the timing of the billing and collection of tenant expense reimbursements. Net cash used in investing activities decreased as a result of fewer property improvements and replacements in the first quarter of 1997. 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 totaling $46,812,000 in principal and deferred 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, refinancings, and the availability of cash reserves. No cash distributions to the limited partners were made in 1996 or during the three months ended March 31, 1997. Currently, the Managing General Partner is evaluating the feasibility of a distribution from cash reserves in the second quarter of 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 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 Vice President and Treasurer Date: May 9, 1997 EX-27 2
5 This schedule contains summary financial information extracted from Century Properties Fund XX 1997 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-31-1997 MAR-31-1997 7,006 0 0 0 0 0 48,868 16,782 40,545 0 31,386 0 0 0 (7,304) 40,545 0 1,806 0 0 2,075 0 628 0 0 0 0 0 0 (269) (4.26) 0 Registrant has an unclassified balance sheet. Multiplier is 1.
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