FORM 10-QSB--QUARTERLY REPORT UNDER SECTION 13 OR 15 (D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Quarterly 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 0-9242
CENTURY PROPERTIES FUND XIV
(Exact name of small business issuer as specified in its charter)
California 94-2535195
(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 registrant (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 XIV
CONSOLIDATED BALANCE SHEET
(Unaudited)
(in thousands, except unit data)
March 31, 1997
<TABLE>
<CAPTION>
<S> <C> <C>
Assets
Cash and cash equivalents $ 2,287
Receivables and deposits 699
Other assets 405
Investment properties:
Land $ 2,775
Buildings and related personal property 25,357
28,132
Less accumulated depreciation (14,097) 14,035
$ 17,426
Liabilities and Partners' Deficit
Liabilities
Accounts payable $ 42
Tenant securities deposits 163
Accrued taxes 84
Other liabilities 227
Mortgage notes payable 17,669
Partners' Deficit:
General partners' $ (1)
Limited partners' (64,806 units issued and
outstanding) (758) (759)
$ 17,426
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
b) CENTURY PROPERTIES FUND XIV
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
Three Months Ended
March 31,
1997 1996
Revenues:
Rental income $ 1,471 $ 1,863
Other income 91 165
Gain on sale of properties -- 2,947
Total revenues 1,562 4,975
Expenses:
Operating 621 910
Interest 448 586
Depreciation 228 295
General and administrative 52 132
Total expenses 1,349 1,923
Income before extraordinary loss 213 3,052
Extraordinary loss on extinguishment of debt -- (315)
Net income $ 213 $ 2,737
Net income allocated to general partners $ 4 $ 55
Net income allocated to limited partners 209 2,682
$ 213 $ 2,737
Net income per limited partnership unit:
Income before extraordinary loss $ 3.22 $ 46.15
Extraordinary loss on extinguishment of debt -- (4.76)
Net income per limited partnership unit $ 3.22 $ 41.39
Distributions per limited partnership unit $ -- $ 15.12
See Accompanying Notes to Consolidated Financial Statements
c) CENTURY PROPERTIES FUND XIV
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' DEFICIT
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Limited
Partnership General Limited
Units Partners' Partners' Total
<S> <C> <C> <C> <C>
Original capital contributions 64,806 $ -- $ 64,806 $ 64,806
Partners' deficit at
December 31, 1996 64,806 $ (5) $ (967) $ (972)
Net income for the three
months ended March 31, 1997 -- 4 209 213
Partners' deficit at
March 31, 1997 64,806 $ (1) $ (758) $ (759)
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
d) CENTURY PROPERTIES FUND XIV
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1997 1996
<S> <C> <C>
Cash flows from operating activities:
Net income $ 213 $ 2,737
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 228 295
Amortization of loan costs, discounts and
lease commissions 19 34
Gain on sale of properties -- (2,947)
Extraordinary loss on extinguishment of debt -- 315
Change in accounts:
Receivables and deposits -- 46
Other assets 19 (74)
Accounts payable (89) 195
Tenant security deposit liabilities -- (58)
Accrued taxes 32 (90)
Other liabilities (14) 191
Net cash provided by operating activities 408 644
Cash flows from investing activities:
Property improvements and replacements (110) (45)
Deposits to restricted escrows (42) (38)
Withdrawals from restricted escrows 80 22
Proceeds from sale of properties -- 8,200
Net cash (used in) provided by investing
activities (72) 8,139
Cash flows from financing activities:
Payments of mortgage notes payable (34) (1,613)
Distributions to partners -- (1,000)
Net cash used in financing activities (34) (2,613)
Net increase in cash and cash equivalents 302 6,170
Cash and cash equivalents at beginning of period 1,985 2,576
Cash and cash equivalents at end of period $ 2,287 $ 8,746
Supplemental disclosure of cash flow information:
Cash paid for interest $ 431 $ 546
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
e) CENTURY PROPERTIES FUND XIV
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited financial statements of Century Properties Fund XIV
(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
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 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.
The general partners of the Partnership are Fox Realty Investors ("FRI"), a
California general partnership, and FCMC.
Pursuant to a series of transactions which closed during the first half of 1996,
affiliates of Insignia Financial Group, Inc. ("Insignia") acquired (i) control
of NPI Equity Investments II, Inc. ("NPI Equity"), the managing general partner
of FRI, and (ii) all of the issued and outstanding shares of stock of FCMC. NPI
Equity is a wholly-owned subsidiary of 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 month periods ended March 31, 1997 and 1996
(in thousands):
For the Three Months Ended
March 31,
1997 1996
Property management fees (included in operating
expenses) $ 72 $ 62
Reimbursement for services of affiliates, including
$2,000 of construction services reimbursements in
1997 (included in general and administrative expenses,
operating expenses, and investment properties) 31 77
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 - DISPOSITION OF INVESTMENT PROPERTIES
On April 26, 1996, the Partnership sold The Oaks Shopping Center, located in
Beaumont, Texas. The buyer of the property assumed the outstanding debt on the
property, and the Partnership received net proceeds of $1,000. As a result of
the sale, the Partnership paid a disposition fee of approximately $16,000. For
financial statement purposes, the sale resulted in a gain of $65,000. The
Partnership had previously recorded a $883,000 provision for impairment of value
in 1992.
On March 7, 1996, the Partnership sold Broadway Trade Center located in San
Antonio, Texas, to an unaffiliated third party for $3,825,000. After repayment
of the first, second, and third mortgages totaling $1,591,000 and closing
expenses of $244,000 the net proceeds received by the Partnership were
$1,990,000. As a result of the loans being paid in full, an extraordinary loss
representing the remaining unamortized mortgage discount of $315,000 was
recorded. For financial statement purposes, the sale resulted in a gain of
$1,531,000. The Partnership had previously recorded a $1,421,000 provision for
impairment of value for the property.
On February 12, 1996, the Partnership sold University Square, located in
Bozeman, Montana, to an unaffiliated third party for $4,850,000. After closing
expenses of $231,000, the net proceeds received by the Partnership were
$4,619,000. For financial statement purposes, the sale resulted in a gain of
$1,416,000.
NOTE D - DISTRIBUTIONS
On January 11, 1996, the Partnership distributed $980,000 ($15.12 per limited
partner unit) to the limited partners and $20,000 to the general partners from
the proceeds from the sale of Wingren Plaza in 1995.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The Partnership's remaining investment properties consist of three residential
apartment complexes and one commercial property. 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
Torrey Pines Village Apartments 93% 94%
Las Vegas, Nevada
St. Charleston Village Apartments 95% 96%
Las Vegas, Nevada
Gateway Park 100% 94%
Dublin, California
Sun River Apartments 97% 98%
Tempe, Arizona
The Managing General Partner attributes the increase in occupancy at Gateway
Park to the expansion of two tenants. Each tenant expanded their leased space
by 1,200 square feet in 1996. The property also was able to re-lease space
vacated by a former tenant, bringing occupancy at the property to 100%.
The Partnership earned net income for the three months ended March 31, 1997, of
approximately $213,000 compared to approximately $2,737,000 for the
corresponding period of 1996. The decrease in net income is attributable to the
gain on the sale of the Broadway Trade Center and the University Square Shopping
Center properties in the first quarter of 1996. Other income decreased
primarily due to a decrease in interest income as a result of lower cash
balances. Rental revenues also decreased as a result of the Partnership owning
fewer properties in 1997. Partially offsetting the decrease in revenues was the
decrease in operating, interest, and depreciation expenses attributable to the
property sales in 1996. General and administrative expenses also decreased
during 1997 due to a decrease in expense reimbursements paid to affiliates of
the Managing General Partner and to a decrease in professional fees incurred in
the first quarter of 1997 compared to the first quarter of 1996. During the
three month period ended March 31, 1996, the Partnership incurred an
extraordinary loss on extinguishment of the Broadway Trade debt. The
extraordinary loss represents the remaining unamortized mortgage discount of the
Broadway Trade debt at the time of its payoff. Included in operating expenses
for the three months ended March 31, 1997, is approximately $2,000 of major
repairs and maintenance. Included in operating expenses for the three months
ended March 31, 1996, is approximately $108,000 of major repairs and maintenance
comprised primarily of exterior repairs.
With respect to the remaining properties, rental income increased by $37,000 for
the three months ended March 31, 1997, compared to the corresponding period of
1996, primarily due to an increase in rental rates at Sun River. Operating
expenses decreased for the three months ended March 31, 1997, primarily due to a
decrease in maintenance expense at St. Charleston Village Apartments.
As part of the ongoing business plan of the Partnership, the Managing General
Partner monitors the rental market environment 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
$2,287,000 compared to approximately $8,746,000 at March 31, 1996. The decrease
is primarily the result of the distribution in the third quarter of 1996 of net
proceeds from the sales of the Partnership's properties which occurred during
the first quarter of 1996. Net cash provided by operating activities decreased
primarily as a result of the property sales in 1996 and decreases in accounts
payable and other liabilities related to the timing of payments. Net cash
provided by investing activities decreased due to the proceeds of the sale of
Broadway Trade Center and University Square Shopping Center being received in
1996. Net cash used in financing activities decreased due to the distribution of
proceeds from the sale of Wingren Plaza in January of 1996. Also contributing
to the decrease in cash used in financing activities was the payoff of the
mortgage notes encumbering Broadway Trade Center when the property was sold in
1996.
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 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
remaining mortgage indebtedness of $17,669,000 matures at various times with
balloon payments due at maturity at which time the properties will either be
refinanced or sold. Future cash distributions will depend on the levels of cash
generated from operations, property sales, and the availability of cash
reserves. On January 11, 1996, the Partnership distributed $980,000 ($15.12 per
unit) to the limited partners and $20,000 to the general partners from the
proceeds received from the sale of the Partnership's Wingren Plaza property. On
July 3, 1996, the Partnership distributed approximately $6,617,000 ($102.11 per
unit) to the limited partners and approximately $135,000 to the general
partners. This distribution primarily represented proceeds received from the
sales of University Square and Broadway Trade during the first quarter of 1996.
No cash distributions were made during the first quarter of 1997. Currently,
the Managing General Partner is evaluating the feasibility of a distribution
from cash reserves in 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 XIV
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: April 28, 19987
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Century
Properties Fund XIV 1997 First Quarter 10-QSB and is qualified in its entirety
by reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000278128
<NAME> CENTURY PROPERTIES FUND XIV
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-31-1997
<CASH> 2,287
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 28,132
<DEPRECIATION> 14,097
<TOTAL-ASSETS> 17,426
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 17,669
0
0
<COMMON> 0
<OTHER-SE> (759)
<TOTAL-LIABILITY-AND-EQUITY> 17,426
<SALES> 0
<TOTAL-REVENUES> 1,562
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,349
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 448
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 213
<EPS-PRIMARY> 3.22<F2>
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>
