FORM 10-QSB--QUARTERLY REPORT UNDER SECTION 13 OR 15 (D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Quarterly or Transitional Report
(As last amended by 34-32231, eff. 6/3/93.)
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
[X] Quarterly Report Pursuant to Section 13 or 15(d) of The Securities
Exchange Act of 1934
For the quarterly period ended September 30, 1996
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period.........to.........
Commission file number 0-11137
CENTURY PROPERTIES FUND XVII
(Exact name of small business issuer as specified in its charter)
California 94-2782037
(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 XVII
CONSOLIDATED BALANCE SHEET
(Unaudited)
(in thousands, except unit data)
September 30, 1996
Assets
Cash and cash equivalents $ 4,676
Reserve for capital improvements 1,005
Deferred financing costs, net 401
Other assets 887
Investment properties:
Land $ 7,078
Building and related personal property 57,914
64,992
Less accumulated depreciation (27,593) 37,399
$ 44,368
Liabilities and Partners' Capital (Deficit)
Liabilities
Accrued expenses and other liabilities $ 1,204
Mortgage notes payable 36,138
Partners' Capital (Deficit):
General partner's $ (6,902)
Limited partners'(75,000 units issued and
outstanding) 13,928 7,026
$ 44,368
See Accompanying Notes to Consolidated Financial Statements
b) CENTURY PROPERTIES FUND XVII
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
Revenues:
Rental income $ 2,964 $ 2,926 $ 8,783 $ 8,662
Other income 191 164 610 475
Total revenues 3,155 3,090 9,393 9,137
Expenses:
Operating 1,630 1,807 4,750 4,999
Mortgage interest 884 796 2,657 2,413
Depreciation 527 493 1,580 1,479
General and administrative 44 47 240 166
Total expenses 3,085 3,143 9,227 9,057
Net income (loss) before
extraordinary item 70 (53) 166 80
Extraordinary gain on
extinguishment of debt -- 129 -- 129
Net income $ 70 $ 76 $ 166 $ 209
Net income allocated to
general partner $ 8 $ 9 $ 20 $ 25
Net income allocated to
limited partners 62 67 146 184
Net income $ 70 $ 76 $ 166 $ 209
Per limited partnership unit:
Net income (loss) before
extraordinary item $ .83 $ (.63) $ 1.95 $ .93
Extraordinary gain on
extinguishment of debt -- 1.52 -- 1.52
Net income $ .83 $ .89 $ 1.95 $ 2.45
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
c) CENTURY PROPERTIES FUND XVII
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Limited General Limited
Partnership Partner's Partners'
Units Deficit Equity Total
<S> <C> <C> <C> <C>
Original capital contributions 75,000 $ -- $ 75,000 $ 75,000
Partners' (deficit) capital at
December 31, 1995 75,000 $ (6,922) $ 13,782 $ 6,860
Net income for the nine
months ended September 30, 1996 20 146 166
Partners' (deficit) capital at
September 30, 1996 75,000 $ (6,902) $ 13,928 $ 7,026
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
d) CENTURY PROPERTIES FUND XVII
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(Unaudited)
Nine Months Ended
September 30,
1996 1995
Cash flows from operating activities:
Net income $ 166 $ 209
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 2,591 2,174
Gain on extinguishment of debt -- (129)
Change in accounts:
Other assets 41 (68)
Accrued expenses and other liabilities 487 (68)
Net cash provided by operating activities 3,285 2,118
Cash flows from investing activities:
(Increase) decrease in reserve for capital
improvements (169) 736
Property improvements and replacements (774) (632)
Net cash (used in) provided by investing
activities (943) 104
Cash flows from financing activities:
Repayments of mortgage notes payable -- (910)
Payments of mortgage notes payable (289) (296)
Net cash used in financing activities (289) (1,206)
Net increase in cash and cash equivalents 2,053 1,016
Cash and cash equivalents at beginning of period 2,623 1,149
Cash and cash equivalents at end of period $ 4,676 $ 2,165
Supplemental information:
Cash paid for interest $ 1,645 $ 1,718
See Accompanying Notes to Consolidated Financial Statements
e) CENTURY PROPERTIES FUND XVII
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited financial statements of Century Properties Fund XVII
(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 nine month period ended September 30, 1996,
are not necessarily indicative of the results that may be expected for the
fiscal year ending December 31, 1996. For further information, refer to the
consolidated financial statements and footnotes thereto included in the
Partnership's annual report on Form 10-K for the year ended December 31, 1995.
Certain reclassifications have been made to the 1995 information to conform to
the 1996 presentation.
NOTE B - TRANSACTIONS WITH AFFILIATED PARTIES
The Partnership has no employees and is dependent on 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, a California general
partnership. The general partners of Fox Partners are FCMC, Fox Realty
Investors ("FRI"), a California general partnership, and Fox Partners 82, 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 (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.
NOTE B - TRANSACTIONS WITH AFFILIATED PARTIES - (continued)
The following transactions with affiliates of Insignia, NPI, and affiliates of
NPI were charged to expense in 1996 and 1995:
<TABLE>
<CAPTION>
For the Nine Months Ended
September 30,
1996 1995
<S> <C> <C>
Property management fees (included in operating
expenses) $ 460,000 $ 443,000
Reimbursement for services of affiliates (included
in general and administrative expenses) 126,000 108,000
</TABLE>
For the period from January 19, 1996, to September 30, 1996, the Partnership
insured it 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.
ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
The Partnership's investment properties consist of five apartment complexes.
The following table sets forth the average occupancy of the properties for the
nine months ended September 30, 1996 and 1995:
Average
Occupancy
Property 1996 1995
Cherry Creek Garden Apartments
Englewood, Colorado 96% 97%
Creekside Apartments
Denver, Colorado 97% 97%
The Lodge Apartments
Denver, Colorado 96% 98%
The Village in the Woods Apartments
Cypress, Texas 93% 95%
Cooper's Pond Apartments
Tampa, Florida 94% 93%
The Partnership reported net income for the nine months ended September 30,
1996, of approximately $166,000 compared to approximately $209,000 for the same
period of 1995. For the three months ended September 30, 1996, the Partnership
reported net income of approximately $70,000 as compared to net income of
approximately $76,000 for the three months ended September 30, 1995. The
decrease in net income is primarily attributable to the recognition of $129,000
of extraordinary gain on extinguishment of debt for the three months ended
September 30, 1995. On August 3, 1995, the Partnership paid $910,000 to satisfy
in full the $1,039,000 second mortgage encumbering the Village in the Woods
Apartments. Income before extraordinary item increased for the nine months
ended September 30, 1996, versus September 30, 1995, due to an increase in
revenues offset by an increase in depreciation and general and administrative
expense. Revenues increased due to an increase in rental income and other
income. The increase in other income is due primarily to increased interest
income as a result of the increase in cash reserves held by the Partnership.
Also contributing to the increase in other income was an increase in the
collection of lease cancellation fees. As noted in Note E, the Partnership
reimburses the Managing General Partner and its affiliates for its costs
involved in the management and administrations of all Partnership activities.
While overall expense reimbursements have increased during the nine months
ending September 30, 1996, the recurring expenses subsequent to the transition
efforts to the new administration are expected to more closely approximate
historical levels. The increase in expense reimbursements during the nine
months ending September 30, 1996, is directly attributable to the combined
transition efforts of the Greenville and Atlanta administrative offices during
the year-end close, preparation of the 1995 10-K and tax return (including the
limited partner K-1's), filing of the first two quarterly reports and transition
of asset management responsibilities to the new administration.
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 September 30, 1996, the Partnership had unrestricted cash of $4,676,000
compared to $2,165,000 at September 30, 1995. Net cash provided by operating
activities increased as a result of an increase in accrued expenses and other
liabilities due to the timing of the payment of various operating expenses.
Also contributing to the increase in accrued expenses and other liabilities was
an increase in the amount of prepaid rent collections at September 30, 1996.
Net cash used in investing activities increased due to fewer withdrawals being
made from capital improvement reserves. The decrease in net cash used in
financing activities was due to the repayment of the second mortgage encumbering
the Village in the Woods Apartments in August 1995.
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 Partnership has no material capital programs scheduled to be performed in
1996, although certain routine and periodic capital expenditures and maintenance
expenses have been budgeted. These capital expenditures and maintenance
expenses will be incurred only if cash is available from operations or is
received from the capital reserve account.
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 of $36,138,000 net of discount, is amortized over
varying periods and requires balloon payments ranging from July 1999 to July
2005 at which time the properties will be refinanced or sold. Future cash
distributions will depend on the levels of net cash generated from operations,
property sales and the availability of cash reserves. No cash distributions
were made in 1995 or during the first nine months of 1996. In October 1996, a
$1,300,000 distribution ($15.60 per unit) was made from operations.
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 September 30,
1996.
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 XVII
By: Fox Partners
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
Principal Financial Officer
and Principal Accounting Officer
Date: November 5, 1996
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Century
Properties Fund XVII 1996 Third Quarter 10-QSB and is qualified in its entirety
by reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000356472
<NAME> CENTURY PROPERTIES FUND XVII
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 4,676
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 64,992
<DEPRECIATION> 27,593
<TOTAL-ASSETS> 44,368
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 36,138
0
0
<COMMON> 0
<OTHER-SE> 7,026
<TOTAL-LIABILITY-AND-EQUITY> 44,368
<SALES> 0
<TOTAL-REVENUES> 9,393
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 9,227
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,657
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 166
<EPS-PRIMARY> 1.95<F2>
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>
