0000931017-95-000078.txt : 19950914 0000931017-95-000078.hdr.sgml : 19950914 ACCESSION NUMBER: 0000931017-95-000078 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19950818 ITEM INFORMATION: Acquisition or disposition of assets ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19950908 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTURY PROPERTIES GROWTH FUND XXII CENTRAL INDEX KEY: 0000740156 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 942939418 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-13418 FILM NUMBER: 95571867 BUSINESS ADDRESS: STREET 1: 5665 NORTHSIDE DRIVE STREET 2: SUITE 370 CITY: ATLANTA STATE: GA ZIP: 30328 BUSINESS PHONE: 4049169090 MAIL ADDRESS: STREET 1: 5665 NORTHSIDE DRIVE STREET 2: SUITE 370 CITY: ATLANTA STATE: GA ZIP: 30328 FORMER COMPANY: FORMER CONFORMED NAME: CENTURY PROPERTIES FUND XXI DATE OF NAME CHANGE: 19840918 8-K 1 CENTURY PROPERTIES GROWTH FUND XXII 8-K SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) August 18, 1995 Century Properties Growth Fund XXII (Exact Name of Registrant as Specified in Its Charter) California (State or Other Jurisdiction of Incorporation) 0-13418 94-2939418 (Commission File Number) (I.R.S. Employer Identification No.) 5665 Northside Drive, N.W., Atlanta, Georgia 30328 (Address of Principal Executive Offices) (Zip Code) (404) 916-9090 (Registrant's Telephone Number, Including Area Code) N/A (Former Name or Former Address, if Changed Since Last Report) Item 2. Acquisition or Disposition of Assets On August 18, 1995, Registrant sold Monterey Village Apartments to Southern California Housing Development Corporation, an unaffiliated entity, for $10,461,000. The buyer assumed the existing mortgage on the property (approximately $7,400,000) and paid to Registrant approximately $2,800,000. The sale resulted in a gain of approximately $2,100,000. Registrant intends to distribute the net proceeds from the sale to its partners pursuant to the terms of the Partnership Agreement during the fourth fiscal quarter of 1995. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (b) Pro Forma Financial Information: The following pro forma balance sheet as of June 30, 1995, and the pro forma statements of operations for the six months ended June 30, 1995 and the year ended December 31, 1994 give effect to the sale of Registrant's Monterey Village Apartments property. The adjustments related to the pro forma balance sheet assume the transaction was consummated at June 30, 1995, while the adjustments to the pro forma statements of operations assume the transaction was consummated at the beginning of the period presented. The pro forma adjustments required are to eliminate the assets, liabilities and operating activity of Registrant's Monterey Village Apartments property and to reflect consideration received for the property. These pro forma adjustments are not necessarily reflective of the results that actually would have occurred if the sale had been in effect as of and for the period presented or what may be achieved in the future. CENTURY PROPERTIES GROWTH FUND XXII Pro Forma Balance Sheet (Unaudited) June 30, 1995
Pro Forma Historical Adjustments Pro Forma Assets Cash and cash equivalents $ 1,607,000 $ (154,000) $ 1,453,000 Restricted cash 500,000 - 500,000 Other assets 1,549,000 2,795,000 4,344,000 Real Estate: Real estate $140,113,000 (11,911,000) 128,202,000 Accumulated depreciation (46,044,000) 3,603,000 (42,441,000) ------------ ------------ ------------ Real estate, net 94,069,000 (8,308,000) 85,761,000 Deferred financing costs, net 675,000 (221,000) 454,000 ------------ ------------ ------------ Total assets $ 98,400,000 $ (5,888,000) $ 92,512,000 ============ ============ ============ Liabilities and Partners' Equity Notes payable $ 80,576,000 $ (7,371,000) $ 73,205,000 Accrued expenses and other liabilities 2,218,000 (52,000) 2,166,000 ------------ ------------ ------------ Total liabilities 82,794,000 (7,423,000) 75,371,000 ------------ ------------ ------------ Commitments and Contingencies Partners' Equity: General partner (7,243,000) 184,000 (7,059,000) Limited partners (82,848 units outstanding at June 30, 1995 and December 31, 1994) 22,849,000 1,351,000 24,200,000 ------------ ------------ ------------ Total partners' equity 15,606,000 1,535,000 17,141,000 ------------ ------------ ------------ Total liabilities and partners' equity $ 98,400,000 $ (5,888,000) $ 92,512,000 ============ ============ ============ Other assets include a $2,836,000 receivable from the sale.
CENTURY PROPERTIES GROWTH FUND XXII Pro Forma Statement of Operations (Unaudited) For the Six Months Ended June 30, 1995
Pro Forma Historical Adjustments Pro Forma Revenues: Rental $ 10,253,000 $ (828,000) $ 9,425,000 Interest income 53,000 - 53,000 ------------ ------------ ------------ Total revenues 10,306,000 (828,000) 9,478,000 ------------ ------------ ------------ Expenses: Operating 4,901,000 (391,000) 4,510,000 Interest 3,815,000 (316,000) 3,499,000 Depreciation 2,059,000 (163,000) 1,896,000 General and administrative 122,000 - 122,000 ------------ ------------ ------------ Total expenses 10,897,000 (870,000) 10,027,000 ------------ ------------ ------------ Net loss $ (591,000) $ 42,000 $ (549,000) ============ ============ ============ Net loss per limited partnership unit $ (6) $ (6) ============ ============
CENTURY PROPERTIES GROWTH FUND XXII Pro Forma Statement of Operations (Unaudited) For the Six Months Ended June 30, 1995
Pro Forma Historical Adjustments Pro Forma Revenues: Rental $ 19,603,000 $ (1,571,000) $ 18,032,000 Interest income 183,000 - 183,000 ------------ ------------ ------------- Total revenues 19,786,000 (1,571,000) 18,215,000 ------------ ------------ ------------- Expenses: Operating 10,353,000 (882,000) 9,471,000 Interest 7,927,000 (626,000) 7,301,000 Depreciation 4,125,000 (326,000) 3,799,000 General and administrative 423,000 - 423,000 ------------ ------------ ------------- Total expenses 22,828,000 (1,834,000) 20,994,000 ------------ ------------ ------------- Net loss $ (3,042,000) $ 263,000 $ (2,779,000) ============ ============ ============= Net loss per limited partnership unit $ (32) $ (30) ============ =============
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 hereunto duly authorized. CENTURY PROPERTIES GROWTH FUND XXII By: Fox Partners IV, its General Partner By: Fox Capital Management Corporation, its Managing Partner Date: September 8, 1995 By: /s/ Michael L. Ashner Michael L. Ashner, President