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 March 31, 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)
March 31, 1996
<TABLE>
<CAPTION>
<S> <C> <C>
Assets
Cash and cash equivalents $ 3,470
Reserve for capital improvements 890
Deferred financing costs, net 458
Other assets 901
Investment properties:
Real estate $ 65,898
Accumulated depreciation (26,528)
Allowance for impairment of value (1,430) 37,940
$ 43,659
Liabilities and Partners' Capital (Deficit)
Liabilities
Accrued property taxes and other liabilities $ 1,012
Mortgage notes payable 35,711
Partners' Capital (Deficit):
General partner $ (6,913)
Limited partners (75,000 units issued and
outstanding) 13,849 6,936
$ 43,659
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
b) CENTURY PROPERTIES FUND XVII
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1996 1995
<S> <C> <C>
Revenues:
Rental income $ 2,886 $ 2,826
Other income 217 150
Total revenues 3,103 2,976
Expenses:
Operating 1,516 1,538
Interest 883 810
Depreciation 516 493
General and administrative 112 54
Total expenses 3,027 2,895
Net income $ 76 $ 81
Net income allocated to general partner $ 9 $ 10
Net income allocated to limited partners 67 71
$ 76 $ 81
Net income per limited partnership unit $ .89 $ .95
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
c) CENTURY PROPERTIES FUND XVII
CONSOLIDATED STATEMENT OF PARTNERS' CAPITAL (DEFICIT)
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Limited
Partnership General Limited
Units Partner Partners 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 three
months ended March 31, 1996 -- 9 67 76
Partners' (deficit) capital at
March 31, 1996 75,000 $(6,913) $ 13,849 $ 6,936
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
d) CENTURY PROPERTIES FUND XVII
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1996 1995
<S> <C> <C>
Cash flows from operating activities:
Net income $ 76 $ 81
Adjustments to reconcile net income to
cash provided by operating activities:
Depreciation and amortization 850 725
Change in accounts:
Other assets 27 172
Accrued property taxes and other liabilities 295 (161)
Net cash provided by operating activities 1,248 817
Cash flows from investing activities:
(Increase) decrease in reserve for capital
improvements (54) 700
Additions to real estate (250) (168)
Net cash (used in) provided by investing
activities (304) 532
Cash flows from financing activities:
Payments of mortgage notes payable (97) (99)
Net cash used in financing activities (97) (99)
Net increase in cash and cash equivalents 847 1,250
Cash and cash equivalents at beginning of period 2,623 1,149
Cash and cash equivalents at end of period $ 3,470 $ 2,399
Supplemental information:
Cash paid for interest $ 554 $ 578
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
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 the Managing General Partner, 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, 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 NPI Equity Investments II,
Inc. ("NPI Equity" or 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 following transactions with affiliates of Insignia Financial Group, Inc.
("Insignia"), National Property Investors, Inc. ("NPI"), and affiliates of NPI
were charged to expense in 1996 and 1995:
<TABLE>
<CAPTION>
For the Three Months Ended
March 31,
1996 1995
<S> <C> <C>
Property management fees (included in operating
expenses) $149,000 $145,000
Reimbursement for services of affiliates (included
in general and administrative expenses) 71,000 36,000
</TABLE>
For the period from January 19, 1996, to March 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.
Note B - Transactions with Affiliated Parties - continued
The general partner of the Partnership is Fox Partners, a California general
partnership. The general partners of Fox Partners are Fox Capital Management
Corporation ("FCMC"), a California corporation, Fox Realty Investors ("FRI"), a
California general partnership, and Fox Partners 82, a California general
partnership.
On December 6, 1993, the shareholders of FCMC entered into a Voting Trust
Agreement with NPI Equity pursuant to which NPI Equity was granted the right to
vote 100 percent of the outstanding stock of FCMC and NPI Equity became the
Managing General Partner of FRI. As a result, NPI Equity became responsible for
the operation and management of the business and affairs of the Partnership and
the other investment partnerships originally sponsored by FCMC and/or FRI. NPI
Equity is a wholly-owned subsidiary of NPI. The shareholders of FCMC and the
partners in FRI retain indirect 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 17, 1995, the stockholders of NPI entered into an agreement to sell to
IFGP Corporation, a Delaware corporation, an affiliate of Insignia, a Delaware
corporation, all of the issued and outstanding common stock of NPI, for an
aggregate purchase price of $1,000,000. The closing of the transactions
contemplated by the above mentioned agreement(the "Closing") occurred on January
19, 1996.
Upon the closing, the officers and directors of NPI and NPI Equity resigned and
IFGP Corporation caused new officers and directors of each of these entities to
be elected.
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
three months ended March 31, 1996 and 1995:
Average
Occupancy
Property 1996 1995
Cherry Creek Garden Apartments
Englewood, Colorado 94% 96%
Creekside Apartments
Denver, Colorado 97% 97%
The Lodge Apartments
Denver, Colorado 96% 98%
The Village in the Woods Apartments
Cypress, Texas 91% 93%
Cooper's Pond Apartments
Tampa, Florida 90% 91%
The Partnership generated net income for the three months ended March 31, 1996,
of approximately $76,000 compared to $81,000 for the comparable period of 1995.
The decrease in net income is primarily attributable to an increase in general
and administrative expenses which was partially offset by an increase in other
income. The increase in general and administrative expenses is due to an
increase in expense reimbursements related to costs associated with the
operation of two offices during the first quarter of 1996 and the relocation of
partnership administration during this same period. 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. During the first quarter of 1996, the
Partnership invested in short-term T-bills so that a higher rate of return would
be earned on the Partnership's cash reserves.
As part of the ongoing business plan of the Partnership, the Managing General
Partner monitors the rental market environment of each of its investment
properties to assess the feasibility of increasing rents, maintaining or
increasing occupancy levels and protecting the Partnership from increases in
expense. As part of this plan, the Managing General Partner attempts to protect
the Partnership from the burden of inflation-related increases in expenses by
increasing rents and maintaining a high overall occupancy level. However, due
to changing market conditions, which can result in the use of rental concessions
and rental reductions to offset softening market conditions, there is no
guarantee that the Managing General Partner will be able to sustain such a plan.
At March 31, 1996, the Partnership had unrestricted cash of $3,470,000 compared
to $2,399,000 at March 31, 1995. Net cash provided by operating activities
increased primarily as a result of increased accrued liabilities due to the
timing of the payment of various operating expenses. Also contributing to the
increase in accrued liabilities was an increase in the amount of prepaid rent
collections at March 31, 1996. Net cash used in investing activities increased
due to fewer withdrawals being made from capital improvement reserves.
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 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 $35,711,000 net of discount, 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 net cash generated from operations, property sales and the
availability of cash reserves. No cash distributions were made in 1995 or
during the first three months of 1996. Currently, the Managing General Partner
is evaluating the feasibility of a distribution during 1996. At this time, it
appears that the original investment objective of capital growth from inception
of the Partnership will not be attained and that investors will not receive a
return of all of their invested capital.
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: a Form 8-K dated January 19, 1996, was filed
reporting the change in control of the Registrant.
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
Ronald Uretta
Principal Financial Officer
and Principal Accounting Officer
Date: May 10, 1996
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Century
Properties Fund XVII 1996 First 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> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 3,470
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 64,468
<DEPRECIATION> 26,528
<TOTAL-ASSETS> 43,659
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 35,711
0
0
<COMMON> 0
<OTHER-SE> 6,936
<TOTAL-LIABILITY-AND-EQUITY> 43,659
<SALES> 0
<TOTAL-REVENUES> 3,103
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 3,027
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 883
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 76
<EPS-PRIMARY> .89
<EPS-DILUTED> 0
<FN>
<F1>The Registrant has an unclassified balance sheet.
</FN>
</TABLE>
