FORM 10-KSB-ANNUAL OR TRANSITIONAL REPORT UNDER
SECTION 13 OR 15(D)
(As last amended 34-31905, eff. 4/26/93)
FORM 10-KSB
(Mark One)
[X]ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 [NO FEE REQUIRED]
For the fiscal year ended December 31, 1996
[] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 [NO FEE REQUIRED]
For the transition period from to
Commission file number 0-9242
CENTURY PROPERTIES FUND XIV
(Name of small business issuer in its charter)
California
(State or other jurisdiction of 94-2535195
incorporation or organization) (I.R.S. Employer
Identification No.)
One Insignia Financial Plaza, P.O. Box 1089
Greenville, South Carolina, 29602
(Address of principal executive offices) (zip code)
Issuer's telephone number (864) 239-1000
Securities registered under Section 12(b) of the Exchange Act:
None
Securities registered under Section 12(g) of the Exchange Act:
Limited Partnership Units
(Title of class)
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
Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure will be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. X
State issuer's revenues for its most recent fiscal year. $9,730,000
State the aggregate market value of the voting stock held by non-affiliates
computed by reference to the price at which the stock was sold, or the average
bid and asked prices of such stock, as of a specified date within the past 60
days. Market value information for Registrant's partnership interests is not
available. Should a trading market develop for these interests, it is the
Managing General Partner's belief that such trading would not exceed
$25,000,000.
DOCUMENTS INCORPORATED BY REFERENCE
Prospectus of Registrant dated June 25, 1979, and thereafter supplemented
incorporated in Parts I and III.
PART I
ITEM 1. DESCRIPTION OF BUSINESS.
Century Properties Fund XIV (the "Registrant" or "the Partnership") was
organized in 1978 as a California limited partnership under the Uniform Limited
Partnership Act of the California Corporations Code. Fox Capital Management
Corporation (the "Managing General Partner" or "FCMC"), a California
corporation, and Fox Realty Investors ("FRI"), a California general partnership,
are the general partners of the Partnership.
The Partnership's Registration Statement, filed pursuant to the Securities Act
of 1933 (No. 2-63368), was declared effective by the Securities and Exchange
Commission on June 25, 1979. The Partnership marketed its securities pursuant
to its Prospectus dated June 25, 1979, and thereafter supplemented (hereinafter
the "Prospectus"). This Prospectus was filed with the Securities and Exchange
Commission pursuant to Rule 424 (b) of the Securities Act of 1933.
From June 1979 through December 1979, the Partnership offered and sold
$64,806,000 in Limited Partnership Units. The net proceeds of this offering
were used to purchase nineteen income-producing real properties, or interest
therein. The principal business of the Partnership is and has been to acquire,
hold for investment and ultimately sell income-producing real property. The
Partnership presently owns four investment properties. These properties include
a commercial property in California and three residential apartment complexes
located in Nevada and Arizona. The Partnership sold three of its properties in
1995 and three more in 1996. See "Item 2, Description of Properties" for a
description of the Partnership's remaining properties.
The Managing General Partner of the Partnership intends to maximize the
operating results and, ultimately, the net realizable value of each of the
Partnership's properties in order to achieve the best possible return for the
investors. Such results may best be achieved through property sales,
refinancings, debt restructurings or relinquishment of the assets. The
Partnership intends to evaluate each of its holdings periodically to determine
the most appropriate strategy for each of the assets.
The Partnership has no full time employees. The Managing General Partner is
vested with full authority as to the general management and supervision of the
business and affairs of the Partnership. Limited partners have no right to
participate in the management or conduct of such business and affairs. NPI-AP
Management L.P. ("NPI-AP"), an affiliate of the Managing General Partner,
provides day-to-day management services for the Partnership's residential
investment properties. With respect to the Partnership's commercial property,
management is performed by an unaffiliated third party management company.
The business in which the Partnership is engaged is highly competitive, and the
Partnership is not a significant factor in its industry. Each of its apartment
properties is located in or near a major urban area and, accordingly, competes
for rentals not only with similar apartment properties in its immediate area but
with hundreds of similar apartment properties throughout the urban area. Such
competition is primarily on the basis of location, rents, services and
amenities. In addition, the Partnership competes with significant numbers of
individuals and organizations (including similar partnerships, real estate
investment trusts and financial institutions) with respect to the sale of
improved real properties, primarily on the basis of the prices and terms of such
transactions.
Change in Control
On December 6, 1993, the shareholders of the Managing General Partner entered
into a Voting Trust Agreement with NPI Equity Investments II, Inc. ("NPI
Equity") pursuant to which NPI Equity was granted the right to vote 100% of the
outstanding stock of the Managing General Partner. In addition, NPI Equity
became the managing partner of FRI. The individuals who had served previously as
partners of FRI and as officers and directors of the Managing General Partner
contributed their general partnership interests in FRI to a newly formed limited
partnership, Portfolio Realty Associates, L.P. ("PRA"), in exchange for limited
partnership interests in PRA. The shareholders of the Managing General Partner
and the prior partners of FRI, in their capacity as limited partners of PRA,
continue to hold indirectly certain 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 10, 1994, an affiliate of Apollo Real Estate Advisors, L.P. ("Apollo")
obtained general and limited partnership interests in NPI-AP.
On October 12, 1994, Apollo acquired one-third of the stock of National Property
Investors, Inc. ("NPI"), the parent corporation of NPI Equity. Pursuant to the
terms of the stock acquisition, Apollo was entitled to designate three of the
seven directors of the Managing General Partner and NPI Equity. In addition,
the approval of certain major actions on behalf of the Partnership required the
affirmative vote of at least five directors of the Managing General Partner.
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 and (ii) all of the issued and outstanding shares of stock of
FCMC. In connection with these transactions, affiliates of Insignia appointed
new officers and directors of NPI Equity and FCMC. See "Item 9" for information
on the directors and executive officers of the Partnership.
The Tender Offer
On October 12, 1994, affiliates of Apollo acquired (i) one-third of the stock of
the respective general partners of DeForest Ventures I L.P. ("DeForest I") and
DeForest II L.P. and (ii) an additional equity interest in NPI-AP (bringing its
total equity interest in such entity to one-third). NPI-AP is a limited partner
of DeForest I which was formed for the purpose of making tender offers for
limited partnership units in the Partnership as well as eleven affiliated
limited partnerships.
On January 19, 1996, DeForest I and certain of its affiliates sold all of its
interest in the Partnership to Riverside Drive L.L.C. ("Riverside"), an
affiliate of Insignia. Pursuant to a Schedule 13-D filed by Riverside with the
Securities and Exchange Commission, Riverside acquired 26,615.0543 limited
partnership units or approximately 41% of the total limited partnership units of
the Partnership for an aggregate purchase price of $6,204,700. (See "Item 11,
Security Ownership of Certain Beneficial Owners and Management.")
ITEM 2. DESCRIPTION OF PROPERTIES.
The following table sets forth the Partnership's remaining investments in
properties:
Date of Type of
Property Purchase Ownership Use
Torrey Pines Village Apartments 09/79 Fee ownership subject Apartment
Las Vegas, Nevada to a first mortgage 204 units
St. Charleston Village 09/79
Apartments Fee ownership subject Apartment
Las Vegas, Nevada to a first mortgage 312 units
Sun River Apartments 11/80 Fee ownership subject Apartment
Tempe, Arizona to a first mortgage 334 units
Gateway Park 10/80 Fee ownership subject Industrial
Dublin, California to a first mortgage Park-33,000
sq. ft.
SCHEDULE OF PROPERTIES (IN THOUSANDS):
Gross
Carrying Accumulated Federal
Property Value Depreciation Rate Method Tax Basis
Torrey Pines $ 6,075 $ 3,095 5-30 SL $ 2,403
St. Charleston 9,496 4,920 5-30 SL 3,697
Sun River 10,656 5,169 5-30 SL 1,588
Gateway Park 1,795 684 5-39 SL 1,282
Total $ 28,022 $ 13,868 $ 8,970
See "Note A" to the financial statements included in "Item 7" for a description
of the Partnership's depreciation policy.
SCHEDULE OF MORTGAGES (IN THOUSANDS):
Principal Principal
Balance At Balance
December 31, Interest Period Maturity Due At
Property 1996 Rate Amortized Date Maturity
Torrey Pines $ 3,697 9.88% 30 years 7/1/01 $ 3,552
St. Charleston 6,210 9.88% 30 years 7/1/01 5,967
Sun River 6,278 9.88% 30 years 7/1/01 6,032
Gateway Park 1,518 7.88% 30 years 1/15/01 1,418
Total $ 17,703
The mortgage notes payable are nonrecourse and are secured by pledge of the
Partnership's properties and by pledge of revenues from the respective rental
properties. Certain of the notes include prepayment penalties if repaid prior
to maturity.
SCHEDULE OF RENTAL RATES AND OCCUPANCY:
Average Annual Average
Rental Rates Occupancy
Property 1996 1995 1996 1995
Torrey Pines $6,654/unit $6,347/unit 94% 96%
St. Charleston 6,763/unit 6,491/unit 95% 96%
Sun River 6,708/unit 6,245/unit 97% 99%
Gateway Park 9.87/sq.ft. 10.11/sq.ft. 97% 89%
As noted under "Item 1. Description of Business", the real estate industry is
highly competitive. All of the properties of the Partnership are subject to
competition from other properties in the area. The Managing General Partner
believes that all of the properties are adequately insured. The multi-family
residential properties' lease terms are for one year or less. No individual
residential property tenant leases 10% or more of the available rental space.
The following is a schedule of the lease expirations at Gateway Park for the
years 1997 - 2006:
Number of % of Gross
Expirations Square Feet Annual Rent Annual Rent
1997 2 5,840 59,456 17.5%
1998 2 10,245 114,980 33.8%
1999 4 6,480 63,256 18.6%
2000 0 -- -- --
2001 3 8,400 73,440 21.6%
2002-2006 0 -- -- --
The following schedule reflects information on tenants occupying 10% or more of
the leasable square feet for Gateway Park at December 31, 1996:
Annual
Square Nature of Expiration Rent Per
Footage Business of Lease Square Foot
Gallucci Enterprises 3,680 Auto Repair 4/30/97 $10.17
Schuck's Transmission 3,600 Auto Repair 7/31/01 $8.40
SmithKline 7,845 Medical Lab 12/31/98 $11.35
Office
Real estate taxes (in thousands) and rates in 1996 for each property were:
1996 1996
Billing Rate
Torrey Pines $ 82 3.00%
St. Charleston 125 3.00%
Sun River 103 1.30%
Gateway Park 21 1.16%
ITEM 3. LEGAL PROCEEDINGS.
The Partnership is unaware of any pending or outstanding litigation that is not
of a routine nature. The Managing General Partner of the Partnership believes
that all such pending or outstanding litigation will be resolved without a
material adverse effect upon the business, financial condition, or operations of
the Partnership.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
The unit holders of the Partnership did not vote on any matter during the fiscal
year covered by this report.
PART II
ITEM 5. MARKET FOR THE PARTNERSHIP'S EQUITY AND RELATED PARTNER MATTERS.
The Partnership, a publicly-held limited partnership, sold 64,806 Limited
Partnership Units during its offering period through December 1979. As of
January 1, 1997, the number of holders of Limited Partnership Units was 3,710.
There is no intention to sell additional Limited Partnership Units nor is there
an established market for these Units.
On October 17, 1995, the Partnership distributed $3,001,000 ($46.31 per unit) to
the limited partners and $61,000 to the general partners from the proceeds of
the sale of the Partnership's Greenbriar Plaza Shopping Center and Duck Creek
Shopping Center properties. 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 $135,000 to the
general partners. This distribution primarily represented proceeds from the
sales of University Square and Broadway Trade during the first quarter of 1996.
Future cash distributions will depend on the levels of net cash generated from
operations, property sales, refinancings, and the availability of cash reserves.
ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.
This item should be read in conjunction with the consolidated financial
statements and other items contained elsewhere in this report.
Results of Operations
The Partnership realized net income for the year ended December 31, 1996 of
approximately $2,727,000 versus approximately $206,000 for the year ended
December 31, 1995. The increase in net income can be attributed to the gain on
the sales of Broadway Trade Center, University Square Shopping Center, and The
Oaks Shopping Center. Partially offsetting the gain from the property sales was
a decrease in rental revenues due to the Partnership owning fewer properties.
The decrease in operating, interest, and depreciation expense can also be
attributed to the property sales in 1995 and 1996. The decrease in other income
is partially attributable to a settlement in 1995 with the City of Bozeman in
connection with a right of way agreement pertaining to the condemnation of a
part of the University Square property, pursuant to which the Partnership
received net proceeds of $150,000. Also included in other income in 1995 were
proceeds received for the re-lease of the assignor's guarantee from a vacating
tenant at The Oaks Shopping Center. General and administrative expenses
increased primarily due to increases in professional fees and administrative
costs in 1996. During the year ended December 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 is approximately $302,000 of major repairs and
maintenance comprised primarily of exterior building repairs, major landscaping,
and swimming pool repairs for the year ended December 31, 1996.
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.
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.
On November 9, 1995, the Partnership sold Wingren Plaza, located in Dallas,
Texas, for $1,000,000. After closing expenses of $68,000, the net proceeds
received by the Partnership were $932,000. For financial statement purposes,
the sale resulted in a gain of $239,000. The Partnership had previously recorded
a $1,901,000 provision for impairment of value in 1991.
On October 6, 1995, the Partnership sold Duck Creek Shopping Center, located in
Garland, Texas, for $2,250,000. After closing expenses of $138,000, the net
proceeds received by the Partnership were $2,112,000. For financial statement
purposes, the sale resulted in a loss of $36,000.
On September 12, 1995, the Partnership sold Greenbriar Plaza Shopping Center,
located in Duncanville, Texas for $1,050,000. After closing expenses of
$70,000, the net proceeds received by the Partnership were $980,000. For
financial statement purposes, the sale resulted in a loss of $556,000.
With respect to the remaining properties, rental revenues increased for the year
ended December 31, 1996, by approximately $338,000 primarily due to increased
rental rates at St. Charleston Village Apartments, Sun River Apartments, and
Torrey Pines Village Apartments and an increase in occupancy at Gateway Park.
Operating expenses at the remaining properties for the year ended December 31,
1996, were consistent with the year ended December 31, 1995.
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.
Liquidity and Capital Resources
At December 31, 1996, the Partnership had unrestricted cash of approximately
$1,985,000 compared to approximately $2,576,000 at December 31, 1995. Net cash
provided by operating activities decreased primarily as a result of a decrease
in rental revenues as a result of the property sales in 1995 and 1996. Net cash
provided by investing activities increased due to proceeds from the sale of
Broadway Trade Center and University Square Shopping Center in 1996. Net cash
used in financing activities increased due to a distribution of proceeds from
the sale of Wingren Plaza in January 1996 and a distribution in July 1996 of
proceeds from the sales of Broadway Trade Center and University Square Shopping
Center. Also contributing to the increase 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 lined 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 approximately $17,703,000 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 October 17, 1995, the Partnership distributed $3,001,000
($46.31 per unit) to the limited partners and $61,000 to the general partners
from the proceeds of the sale of the Greenbriar Plaza Shopping Center and Duck
Creek Shopping Center properties. 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.
ITEM 7. FINANCIAL STATEMENTS.
CENTURY PROPERTIES FUND XIV
LIST OF FINANCIAL STATEMENTS
Independent Auditors' Report
Consolidated Balance Sheet - December 31, 1996
Consolidated Statements of Operations - Years ended December 31, 1996 and
1995
Consolidated Statements of Changes in Partners' Deficit - Years ended
December 31, 1996 and 1995
Consolidated Statements of Cash Flows - Years ended December 31, 1996 and
1995
Notes to Consolidated Financial Statements
Independent Auditors' Report
To the Partners
Century Properties Fund XIV
Greenville, South Carolina
We have audited the accompanying consolidated balance sheet of Century
Properties Fund XIV (a limited partnership)(the "Partnership") and its
subsidiaries as of December 31, 1996, and the related consolidated statements of
operations, partners' equity and cash flows for each of the two years in the
period ended December 31, 1996. These consolidated financial statements are the
responsibility of the Partnership's management. Our responsibility is to
express an opinion on these consolidated financial statements based on our
audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the consolidated financial statements are
free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the consolidated financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
consolidated financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the consolidated financial position of Century
Properties Fund XIV and its subsidiaries as of December 31, 1996, and the
results of its operations and its cash flows for each of the two years in the
period ended December 31, 1996, in conformity with generally accepted accounting
principles.
/s/ Imowitz Koenig & Co., LLP
Certified Public Accountants
New York, NY
January 31, 1997
CENTURY PROPERTIES FUND XIV
CONSOLIDATED BALANCE SHEET
December 31, 1996
(in thousands, except unit data)
Assets
Cash and cash equivalents $ 1,985
Deferred costs, net 325
Other assets 854
Investment properties:
Land $ 2,775
Buildings and related personal property 25,247
28,022
Less accumulated depreciation (13,868) 14,154
$17,318
Liabilities and Partners' Deficit
Liabilities
Accrued expenses and other liabilities $ 587
Mortgage notes payable (Notes C and E) 17,703
Partners' Deficit
General partners' $ (5)
Limited partners' (64,806 units issued
and outstanding) (967) (972)
$17,318
See Accompanying Notes to Consolidated Financial Statements
CENTURY PROPERTIES FUND XIV
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except unit data)
Years Ended
December 31,
1996 1995
Revenues:
Rental income $ 6,211 $ 8,266
Other income 507 860
Gain on sale of properties 3,012 239
Total revenues 9,730 9,365
Expenses:
Operating 3,347 4,467
Interest 1,957 2,230
Depreciation 990 1,546
General and administrative 394 324
Loss on sale of properties -- 592
Total expenses 6,688 9,159
Income before extraordinary loss 3,042 206
Extraordinary loss on extinguishment of debt (315) --
Net income $ 2,727 $ 206
Net income allocated to general partners $ 124 $ 62
Net income allocated to limited partners 2,603 144
$ 2,727 $ 206
Net income per limited partnership unit:
Income before extraordinary loss $ 44.93 $ 2.22
Extraordinary loss on extinguishment of debt (4.76) --
Net income per limited partnership unit $ 40.17 $ 2.22
Distributions per limited partnership unit: $ 117.23 $ 46.31
See Accompanying Notes to Consolidated Financial Statements
CENTURY PROPERTIES FUND XIV
CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' DEFICIT
(in thousands, except unit data)
Limited
Partnership General Limited
Units Partners' Partners' Total
Original capital contributions 64,806 $ -- $ 64,806 $64,806
Partners' capital at
December 31, 1994 64,806 $ 25 $ 6,884 $ 6,909
Distributions to partners -- (61) (3,001) (3,062)
Net income for the year
ended December 31,1995 -- 62 144 206
Partners' capital at
December 31, 1995 64,806 26 4,027 4,053
Distributions to partners -- (155) (7,597) (7,752)
Net income for the year
ended December 31, 1996 -- 124 2,603 2,727
Partners' deficit at
December 31, 1996 64,806 $ (5) $ (967) $ (972)
See Accompanying Notes to Consolidated Financial Statements
CENTURY PROPERTIES FUND XIV
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
Years Ended
December 31,
1996 1995
Cash flows from operating activities:
Net income $ 2,727 $ 206
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 1,084 1,744
Gain on sale of properties (3,012) (239)
Loss on sale of properties -- 592
Extraordinary loss on extinguishment of debt 315 --
Provision for doubtful receivables -- 10
Change in accounts:
Deferred costs (31) (150)
Other assets 51 221
Deferred interest, accrued expenses and
other liabilities 76 (108)
Net cash provided by operating activities 1,210 2,276
Cash flows from investing activities:
Property improvements and replacements (507) (1,117)
Proceeds from sale of properties 8,158 4,024
Net cash provided by investing activities 7,651 2,907
Cash flows from financing activities:
Payments on mortgage notes payable (1,700) (259)
Distributions to partners (7,752) (3,062)
Cash used in financing activities (9,452) (3,321)
Net (decrease) increase in cash and cash equivalents (591) 1,862
Cash and cash equivalents at beginning of year 2,576 714
Cash and cash equivalents at end of year $ 1,985 $ 2,576
Supplemental disclosure of cash flow information:
Cash paid for interest $ 1,866 $ 2,073
Supplemental disclosure of non-cash operating and
financing activities:
Accrued interest assumed by purchaser of The Oaks $ 667 $ --
Mortgage notes payable assumed by purchaser of
The Oaks $ 2,173 $ --
See Accompanying Notes to Consolidated Financial Statements
CENTURY PROPERTIES FUND XIV
Notes to Consolidated Financial Statements
NOTE A - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
Organization:
Century Properties Fund XIV (the "Partnership") is a limited partnership
organized under the laws of the State of California to acquire, hold for
investment and ultimately sell income-producing real estate. The Partnership
currently owns a commercial property located in California and three residential
apartment complexes located in Nevada and Arizona. The general partners are Fox
Realty Investors ("FRI"), a California general partnership, and Fox Capital
Management Corporation ("FCMC"), a California Corporation. The original capital
contributions of $64,806,000 ($1,000 per unit) were made by the limited
partners, including 100 limited partnership units purchased by FCMC.
Principles of Consolidation:
The consolidated financial statements include the statements of the Partnership
and its wholly-owned subsidiaries. All significant intercompany transactions
and balances have been eliminated.
Use of Estimates:
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the amounts reported in the financial statements and accompanying notes.
Actual results could differ from those estimates.
Allocation of Income, Loss, and Distribution:
Net income, net loss, and distributions of cash of the Partnership are allocated
between general and limited partners in accordance with the provisions of the
partnership agreement.
Distributions:
On October 17, 1995, the Partnership distributed $3,001,000 ($46.31 per unit) to
the limited partners and $61,000 to the general partners from the proceeds of
the sale of the Partnership's Greenbriar Plaza Shopping Center and Duck Creek
Shopping Center properties (see "Note E"). 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 $135,000 to the general partners. The distribution primarily represented
proceeds received from the sales of University Square and Broadway Trade during
the first quarter of 1996.
Fair Value of Financial Instruments:
In 1995, the Partnership implemented "Statement of Financial Accounting
Standards ("SFAS") No. 107, Disclosures about Fair Value of Financial
Instruments," as amended by "SFAS No. 119, Disclosures about Derivative
Financial Instruments and Fair Value of Financial Instruments," which requires
disclosure of fair value information about financial instruments, whether or not
recognized in the balance sheet, for which it is practicable to estimate fair
value. Fair value is defined in the SFAS as the amount at which the instrument
could be exchanged in a current transaction between willing parties, other than
in a forced or liquidation sale. The Partnership believes that the carrying
amount of its financial instruments (except for long term debt) approximates
their fair value due to the short term maturity of these instruments. The fair
value of the Partnership's long term debt, after discounting the scheduled loan
payments to maturity, approximates $19,383,000.
Cash and Cash Equivalents:
The Partnership considers all highly liquid investments with an original
maturity of three months or less at the time of purchase to be cash equivalents.
At certain times, the amount of cash deposited at a bank may exceed the limit on
insured deposits.
Investment Properties:
Real estate is stated at cost. Acquisition fees are capitalized as a cost of
real estate. In 1995, the Partnership adopted "SFAS No. 121, Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of",
which requires impairment losses to be recognized for long-lived assets used in
operations when indicators of impairment are present and the undiscounted cash
flows are not sufficient to recover the asset's carrying amount. The impairment
loss is measured by comparing the fair value of the asset to its carrying
amount. The adoption of the SFAS had no effect on the Partnership's financial
statements.
Depreciation:
Depreciation is computed by the straight-line method over estimated useful lives
ranging from 27.5 to 39 years for buildings and improvements and five to seven
years for furnishings.
Leases:
The Partnership generally leases apartment units for twelve-month terms or less
and leases commercial units with remaining lease terms of up to five years. The
Partnership recognizes income as earned on its leases.
Deferred Costs:
Deferred costs represent deferred financing costs and deferred leasing
commissions. Deferred financing costs are amortized as interest expense over the
lives of the related loans, or expensed, if financing is not obtained. Deferred
leasing commissions are amortized over the life of the applicable lease. Such
amortization is charged to operating expenses. At December 31, 1996,
accumulated amortization of deferred costs totaled approximately $209,000.
Income Taxes:
Taxable income or loss of the Partnership is reported in the income tax returns
of its partners. Accordingly, no provision for income taxes is made in the
financial statements of the Partnership.
Reclassifications:
Certain reclassifications have been made to the 1995 balances to conform to the
1996 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.
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 in 1996 and 1995 (in thousands):
1996 1995
Property management fees (included in operating
expenses) $ 277 $ 262
Reimbursement for services of affiliates (included
in general and administrative and operating
expenses) 160 186
For the period from January 19, 1996, to December 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.
Included in operating expenses for the year ended December 31, 1995, are
insurance premiums of approximately $184,000 which were paid to an affiliate of
NPI, under a master insurance policy arranged by such affiliate.
Pursuant to the Partnership Agreement, for managing the affairs of the
Partnership, the general partners are entitled to receive a partnership
management fee equal to 10% of the Partnership's adjusted cash from operations
as distributed. The general partners received approximately $7,000 in
partnership management fees for the year ended December 31, 1996. The general
partners were not entitled to receive a fee for the year ended December 31,
1995.
For the year ended December 31, 1995, NPI Equity was paid fees of $5,000
relating to successful real estate tax appeals on the Partnership's investment
properties. These fees are included in operating expenses.
In accordance with the partnership agreement, the general partners were
allocated their two percent continuing interest in the Partnership's net income
(loss) and taxable income (loss). Gains from dispositions of Partnership
properties were allocated first to the general partners to the extent of the
deficit in their capital accounts at the time of the dispositions, then two
percent of the remainder.
On July 3, 1996, the general partners received a distribution of approximately
$135,000, representing the general partners two percent interest in cash
available for distribution, which was primarily from the proceeds received on
the sale of the Partnership's University Square and Broadway Trade properties
(see "Note E"). On January 11, 1996, the general partners received a
distribution of $20,000, representing the general partners two percent interest
in cash available for distribution, which was primarily from the proceeds
received on the sale of the Partnership's Wingren Plaza property. On October
17, 1995, the general partners received a distribution of $61,000, representing
the general partners two percent interest in cash available for distribution
which was primarily from the proceeds received on the sale of the Partnership's
Greenbriar Plaza Shopping Center and Duck Creek Shopping Center properties.
NOTE C - MORTGAGE NOTES PAYABLE
The principal terms of mortgage notes payable are as follows (in thousands):
Principal Monthly Principal
Balance At Payment Balance
December 31, Including Interest Maturity Due At
Property 1996 Interest Rate Date Maturity
Torrey Pines $ 3,697 $ 33 9.88% 7/1/01 $ 3,552
St. Charleston 6,210 55 9.88% 7/1/01 5,967
Sun River 6,278 55 9.88% 7/1/01 6,032
Gateway Park 1,518 12 7.88% 1/15/01 1,418
$17,703 $ 155
The mortgage notes payable are nonrecourse and are secured by pledge of the
Partnership's rental properties and by pledge of revenues from the respective
rental properties. Certain of the notes include prepayment penalties if repaid
prior to maturity.
Scheduled principal payments of mortgage notes payable subsequent to December
31, 1996, are as follows:
1997 $ 140
1998 154
1999 169
2000 186
2001 17,054
Total $17,703
Amortization of deferred financing costs totaled approximately $68,000 for both
1996 and 1995.
NOTE D - MINIMUM FUTURE RENTAL REVENUES
Minimum future rental revenues from operating leases having non-cancelable lease
terms in excess of one year are as follows (in thousands):
1997 $ 279
1998 230
1999 110
2000 73
2001 45
Thereafter --
Total $ 737
Rental revenues include contingent rent of approximately $41,000 and $38,000 in
1996 and 1995, respectively.
Amortization of deferred leasing commissions totaled approximately $19,000 in
1996 and $97,000 in 1995.
NOTE E - DISPOSITION OF RENTAL 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.
On November 9, 1995, the Partnership sold Wingren Plaza, located in Dallas,
Texas, for $1,000,000. After closing expenses of $68,000, the net proceeds
received by the Partnership were $932,000. For financial statement purposes,
the sale resulted in a gain of $239,000. The Partnership had previously recorded
a $1,901,000 provision for impairment of value in 1991.
On October 6, 1995, the Partnership sold Duck Creek Shopping Center, located in
Garland, Texas, for $2,250,000. After closing expenses of $138,000, the net
proceeds received by the Partnership were $2,112,000. For financial statement
purposes, the sale resulted in a loss of $36,000.
On September 12, 1995, the Partnership sold Greenbriar Plaza Shopping Center,
located in Duncanville, Texas, for $1,050,000. After closing expenses of
$70,000, the net proceeds received by the Partnership were $980,000. For
financial statement purposes, the sale resulted in a loss of $556,000.
NOTE F - NOTE RECEIVABLE FROM PROPERTY SALE
The Partnership has a purchase money note receivable in the amount of $1,500,000
due in 1997. This note is not reported in the accompanying financial statements
due to uncertainty regarding collectability.
NOTE G - INCOME TAXES
Taxable income or loss of the Partnership is reported in the income tax returns
of its partners. Accordingly, no provision for income taxes is made in the
financial statements of the Partnership.
The Partnership files its tax return on an accrual basis and has computed
depreciation for tax purposes using accelerated methods, which are not in
accordance with generally accepted accounting principles. A reconciliation of
the net income per the financial statements to the net taxable income (loss) to
partners is as follows (in thousands, except unit data)
1996 1995
Net income as reported $2,727 $ 206
Add (deduct):
Notes payable discount amortization 322 33
Interest income on notes receivable 64 97
Depreciation differences 96 (510)
Unearned revenue 10 (1)
Property dispositions - net 2,057 442
Other (2) 75
Federal taxable income $ 5,274 $ 342
Federal taxable income per limited
partnership unit $ 77.92 $ 5.17
The following is a reconciliation between the Partnership's reported amounts and
Federal tax basis of net assets and liabilities (in thousands):
Net liabilities as reported $ (972)
Differences resulted from:
Deferred gain on property sales 706
Sales commissions and organization costs 6,749
Interest income on notes receivable 689
Construction interest and financing costs (642)
Reduction of rental properties due to
lease payments 242
Depreciation (4,789)
Unearned revenue 14
Other 11
Net assets - Federal tax basis $ 2,008
NOTE H - INVESTMENT PROPERTIES AND ACCUMULATED DEPRECIATION (IN THOUSANDS)
Initial Cost
To Partnership
Buildings Cost
and Related Capitalized
Personal Subsequent to
Description Encumbrances Land Property Acquisition
Torrey Pines $ 3,697 $ 460 $ 4,595 $ 1,020
St. Charleston 6,210 751 7,322 1,423
Sun River 6,278 1,102 8,770 784
Gateway Park 1,518 484 1,135 176
Total $ 17,703 $2,797 $21,822 $ 3,403
<TABLE>
<CAPTION>
Gross Amount at Which Carried
At December 31, 1996
Buildings Accumu- Year Date Deprec-
And Related lated of of iable
Personal Deprec- Construc- Acqui- Life-
Description Land Property Total iation tion sition Years
<S> <C> <C> <C> <C> <C> <C> <C>
Torrey Pines $ 455 $ 5,620 $ 6,075 $ 3,095 1980 09/79 5-30 yrs.
St. Charleston 743 8,753 9,496 4,920 1980 09/79 5-30 yrs.
Sun River 1,090 9,566 10,656 5,169 1981 11/80 5-30 yrs.
Gateway Park 487 1,308 1,795 684 1977 10/80 5-39 yrs.
Total $ 2,775 $ 25,247 $ 28,022 $ 13,868
</TABLE>
Reconciliation of "Investment Properties and Accumulated Depreciation":
Year Ended December 31,
1996 1995
Investment Properties
Balance at beginning of year $ 41,575 $ 48,937
Property Improvements 507 1,117
Dispositions (14,060) (8,479)
Balance at End of Year $ 28,022 $ 41,575
Accumulated Depreciation
Balance at beginning of year $ 19,115 $ 21,751
Additions charged to expense 990 1,546
Dispositions (6,237) (4,182)
Balance at End of Year $ 13,868 $ 19,115
The aggregate cost of the real estate for Federal income tax purposes at
December 31, 1996 and 1995 is $27,627,000 and $44,921,000. The accumulated
depreciation taken for Federal income tax purposes at December 31, 1996 and 1995
is $18,657,000 and $29,804,000.
ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.
There were no disagreements with Imowitz Koenig & Company, LLP regarding the
1996 and 1995 audits of the Partnership's financial statements.
PART III
ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS,
COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT.
The Partnership does not have any officers or directors. The managing general
partner of the Partnership, Fox Capital Management Corporation ("FCMC" or the
"Managing General Partner"), manages and controls substantially all of the
Partnership's affairs and has general responsibility and ultimate authority in
all matters affecting its business.
The names of the directors and executive officers of the Managing General
Partner as of December 31, 1996, their ages and nature of all positions with
FCMC presently held by them are as follows:
Name Age Position
William H. Jarrard, Jr. 50 President and Director
Ronald Uretta 41 Vice President and Treasurer
John K. Lines 37 Vice President and Secretary
Kelley M. Buechler 39 Assistant Secretary
William H. Jarrard, Jr. has been President and a Director of the Managing
General Partner since June 1996 and Managing Director - Partnership
Administration of Insignia Financial Group, Inc. ("Insignia") since January
1991. Mr. Jarrard served as Managing Director-Partnership Administration and
Asset Management from July 1994 until January 1996.
Ronald Uretta has been Vice President and Treasurer of the Managing General
Partner since June 1996 and Insignia's Treasurer since January 1992. Since
August 1996, he has served as Insignia's Chief Operating Officer. He also
served as Insignia's Secretary from January 1992 to June 1994 and as Chief
Financial Officer from January 1992 to August 1996. Since September 1990, Mr.
Uretta has also served as the Chief Financial Officer and Controller of
Metropolitan Asset Group.
John K. Lines has been Vice President and Secretary of the Managing General
Partner since June 1996, Insignia's General Counsel since June 1994, and General
Counsel and Secretary since July 1994. From May 1993 until June 1994, Mr. Lines
was the Assistant General Counsel and Vice President of Ocwen Financial
Corporation, West Palm Beach, Florida. From October 1991 until May 1993, Mr.
Lines was a Senior Attorney with Banc One Corporation, Columbus, Ohio. From May
1984 until October 1991, Mr. Lines was an attorney with Squire Sanders &
Dempsey, Columbus, Ohio.
Kelley M. Buechler has been Assistant Secretary of the Managing General Partner
since June 1996 and Assistant Secretary of Insignia since 1991.
No family relationships exist among any of the officers or directors of the
Managing General Partner.
ITEM 10. EXECUTIVE COMPENSATION.
No direct form of compensation or remuneration was paid by the Partnership to
any officer or director of the Managing General Partner. The Partnership has no
plan, nor does the Partnership presently propose a plan, which will result in
any remuneration being paid to any officer or director upon termination of
employment. However, reimbursements and other payments have been made to the
Partnership's Managing General Partner and its affiliates, as described in "Item
12".
ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
The following table sets forth certain information regarding limited partnership
units of the Partnership owned by each person who is known by the Partnership to
own beneficially or exercise voting or dispositive control over more than 5% of
the Partnership's limited partnership units, by each of the Managing General
Partner's directors and by all directors and executive officers of the Managing
General Partner as a group as of January 1, 1997.
Name and address of Amount and nature of
Beneficial Owner Beneficial Ownership % of Class
Riverside Drive LLC (1) 26,615.05 41.1%
All directors and
executive officers as
a group (4 persons) -- --
(1) The business address for Riverside Drive L.L.C. is One Insignia Financial
Plaza, Greenville, South Carolina 29602.
On October 12, 1994, affiliates of Apollo acquired (i) one-third of the stock of
the respective general partners of DeForest Ventures I L.P. ("DeForest I") and
DeForest II L.P. and (ii) an additional equity interest in NPI-AP (bringing its
total equity interest in such entity to one-third). NPI-AP is a limited partner
of DeForest I which was formed for the purpose of making tender offers for
limited partnership units in the Partnership as well as eleven affiliated
limited partnerships.
On January 19, 1996, DeForest I and certain of its affiliates sold all of its
interest in the Partnership to Riverside Drive L.L.C. ("Riverside"), an
affiliate of Insignia. Pursuant to a Schedule 13-D filed by Riverside with the
Securities and Exchange Commission, Riverside acquired 26,615.0543 limited
partnership units or approximately 41% of the total limited partnership units of
the Registrant for an aggregate purchase price of $6,204,700.
As a result of its ownership of 26,615.0543 limited partnership units, Riverside
Drive L.L.C. ("Riverside") could be in a position to significantly influence all
voting decisions with respect to the Partnership. 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, Riverside
would in all likelihood vote the Units it acquired in a manner favorable to the
interest of the Managing General Partner because of its affiliation with the
Managing General Partner. However, Riverside has agreed for the benefit of non-
tendering unitholders, that it will vote its Units: (i) against any proposal to
increase the fees and other compensation payable by the Partnership to the
Managing General Partner and any of its affiliates; and (ii) with respect to any
proposal made by the Managing General Partner or any of its affiliates, in
proportion to votes cast by other unitholders. Except for the foregoing, no
other limitations are imposed on Riverside's right to vote each Unit acquired.
There are no arrangements known to the Managing General Partner, the operation
of which may, at a subsequent date, result in a change in control of the
Partnership.
ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
No transactions have occurred between the Partnership and any officer or
director of the Managing General Partner.
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.
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 in 1996 and 1995 (in thousands):
1996 1995
Property management fees (included in operating
expenses) $ 277 $ 262
Reimbursement for services of affiliates (included
in general and administrative and operating
expenses) 160 186
For the period from January 19, 1996, to December 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.
Included in operating expenses for the year ended December 31, 1995, are
insurance premiums of approximately $184,000 which were paid to an affiliate of
NPI, under a master insurance policy arranged by such affiliate.
Pursuant to the Partnership Agreement, for managing the affairs of the
Partnership, the general partners are entitled to receive a partnership
management fee equal to 10% of the Partnership's adjusted cash from operations
as distributed. The general partners received approximately $7,000 in
partnership management fees for the year ended December 31, 1996. The general
partners were not entitled to receive a fee for the year ended December 31,
1995.
For the year ended December 31, 1995, NPI Equity was paid fees of $5,000
relating to successful real estate tax appeals on the Partnership's investment
properties. These fees are included in operating expenses.
In accordance with the partnership agreement, the general partners were
allocated their two percent continuing interest in the Partnership's net income
(loss) and taxable income (loss). Gains from dispositions of Partnership
properties were allocated first to the general partners to the extent of the
deficit in their capital accounts at the time of the dispositions, then two
percent of the remainder.
On July 3, 1996, the general partners received a distribution of approximately
$135,000, representing the general partners two percent interest in cash
available for distribution, which was primarily from the proceeds received on
the sale of the Partnership's University Square and Broadway Trade properties
(see "Note E"). On January 11, 1996, the general partners received a
distribution of $20,000, representing the general partners two percent interest
in cash available for distribution, which was primarily from the proceeds
received on the sale of the Partnership's Wingren Plaza property. On October
17, 1995, the general partners received a distribution of $61,000, representing
the general partners two percent interest in cash available for distribution
which was primarily from the proceeds received on the sale of the Partnership's
Greenbriar Plaza Shopping Center and Duck Creek Shopping Center properties.
During 1996, an affiliate of Insignia acquired approximately 41% of the limited
partnership units of the Partnership, as discussed in "Item 11" above.
ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits: See Exhibit Index contained herein.
(b) Reports of Form 8-K filed during the fourth quarter of 1996: None.
SIGNATURES
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
Date: March 14, 1997
Pursuant to the requirements of the Securities Exchange Act of 1934, this Report
has been signed below by the following persons on behalf of the Registrant and
in the capacities and on the date indicated.
Signature/Name Title Date
/s/ William H. Jarrard, Jr. President and Director March 14, 1997
William H. Jarrard, Jr.
/s/Ronald Uretta Vice President and Treasurer March 14, 1997
Ronald Uretta
CENTURY PROPERTIES FUND XIV
EXHIBIT INDEX
Exhibit Number Description of Exhibit
2.1 NPI, Inc. Stock Purchase Agreement, dated as of
August 17, 1995, incorporated by reference to the
Partnership's Current Report on Form 8-K dated August
17, 1995.
2.2 Partnership Units Purchase Agreement dated as of
August 17, 1995, incorporated by reference to Exhibit
2.1 to Form 8-K filed by Insignia Financial Group,
Inc. ("Insignia") with the Securities and Exchange
Commission on September 1, 1995.
2.3 Management Purchase Agreement dated as of August 17,
1995, incorporated by reference to Exhibit 2.2 to
Form 8-K filed by Insignia with the Securities and
Exchange Commission on September 1, 1995.
2.4 Limited Liability Company Agreement of Riverside
Drive L.L.C., dated as of August 17, 1995
incorporated by reference to Exhibit 2.4 to Form 8-K
filed by Insignia with the Securities and Exchange
Commission on September 1, 1995.
2.5 Master Indemnity Agreement dated as of August 17,
1995, incorporated by reference to Exhibit 2.5 to
Form 8-K filed by Insignia with the Securities and
Exchange Commission on September 1, 1995.
3.4 Agreement of Limited Partnership, incorporated by
reference to Exhibit A to the Prospectus of the
Partnership dated September 11, 1978, and thereafter
supplemented, included in the Partnership's
Registration Statement on Form S-11 (Reg. No. 2-
61526).
27 Financial Data Schedule.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Century
Properties Fund XIV 1996 Year-End 10-KSB and is qualified in its entirety by
reference to such 10-KSB filing.
</LEGEND>
<CIK> 0000278128
<NAME> CENTURY PROPERTIES FUND XIV
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> DEC-31-1996
<CASH> 1,985
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 28,022
<DEPRECIATION> 13,868
<TOTAL-ASSETS> 17,318
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 17,703
0
0
<COMMON> 0
<OTHER-SE> (972)
<TOTAL-LIABILITY-AND-EQUITY> 17,318
<SALES> 0
<TOTAL-REVENUES> 9,730
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 6,688
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,957
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> (315)
<CHANGES> 0
<NET-INCOME> 2,727
<EPS-PRIMARY> 40.17<F2>
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>
