FORM 10-QSB--QUARTERLY REPORT UNDER SECTION 13 OR 15 (D)
OF THE SECURITIES EXCHANGE ACT OF 1934
QUARTERLY OR TRANSITIONAL REPORT
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[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 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) (Zip Code)
(864) 239-1000
(Issuer's telephone number)
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
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
a) CENTURY PROPERTIES FUND XVII
CONSOLIDATED BALANCE SHEET
(Unaudited)
(in thousands, except unit data)
March 31, 1997
Assets
Cash and cash equivalents:
Unrestricted $ 4,881
Restricted--tenant security deposits 268
Escrow for taxes 432
Restricted escrows 930
Other assets 390
Investment properties
Land $ 7,078
Buildings and related
personal property 58,393
65,471
Less accumulated depreciation (28,687) 36,784
$ 43,685
Liabilities and Partners' Capital
Liabilities
Accrued expenses and other liabilities $ 473
Accrued taxes 333
Security deposit liabilities 269
Mortgage notes payable 36,622
Partners' (Deficit) Capital
General partners $ (7,041)
Limited partners (75,000 units issued
and outstanding) 13,029 5,988
$ 43,685
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
March 31,
1997 1996
<S> <C> <C>
Revenues:
Rental income $ 3,027 $ 2,886
Other income 191 217
Total revenues 3,218 3,103
Expenses:
Operating 933 970
General and administrative 54 112
Maintenance 302 340
Depreciation 547 516
Interest 912 883
Property taxes 178 206
Total expenses 2,926 3,027
Net income $ 292 $ 76
Income allocated to general partner $ 34 $ 9
Income allocated to limited partners 258 67
Net income $ 292 $ 76
Net income per limited partnership unit $ 3.44 $ .89
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
c)
CENTURY PROPERTIES FUND XVII
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' CAPITAL
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Limited
Partnership General Limited
Units Partners Partners Total
<S> <C> <C> <C> <C>
Original capital contributions 75,000 $ -- $ 75,000 $ 75,000
Partners' (deficit) capital at
December 31, 1996 75,000 $ (7,057) $ 12,771 $ 5,714
Distributions to partners (18) -- (18)
Net income for the three
months ended March 31, 1997 -- 34 258 292
Partners' (deficit) capital at
March 31, 1997 75,000 $ (7,041) $ 13,029 $ 5,988
<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,
1997 1996
<S> <C> <C>
Cash flows from operating activities:
Net income $ 292 $ 76
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 547 516
Amortization of loan costs and debt discounts 368 334
Change in accounts:
Other assets 7 27
Accrued expenses and other liabilities (368) 295
Net cash provided by operating activities 846 1,248
Cash flows from investing activities:
Deposits to restricted escrows, net of withdrawals (49) (54)
Property improvements and replacements (246) (250)
Net cash used in investing activities (295) (304)
Cash flows from financing activities:
Payments on mortgage notes payable (93) (97)
Distribution to partners (18) --
Net cash used in financing activities (111) (97)
Net increase in unrestricted cash and cash equivalents 440 847
Unrestricted cash and cash equivalents at
beginning of period 4,441 2,623
Unrestricted cash and cash equivalents at
end of period $ 4,881 $ 3,470
Supplemental information:
Cash paid for interest $ 510 $ 554
<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 Fox Capital Management Corporation (the "Managing General Partner" or
"FCMC"), 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 Fox
Realty Investors ("FRI"), a California general partnership, and the Managing
General Partner, a California corporation, 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 all of the
issued and outstanding shares of stock of FCMC, NPI Equity Investments II, Inc.
("NPI Equity"), the managing general partner of FRI, and National Property
Investors, Inc. ("NPI"). In connection with these transactions, affiliates of
Insignia appointed new officers and directors of NPI Equity and FCMC.
On March 29, 1996, an affiliate of Insignia acquired all of the issued and
outstanding shares of stock of the general partners of the subsidiary
partnerships which hold title to Cherry Creek Gardens Apartments, The Lodge
Apartments and Creekside Apartments, which general partners hold a 1% interest
in profits, losses and distributions of such subsidiary partnerships.
The following transactions with affiliates of Insignia, NPI and affiliates of
NPI were charged to expense in 1997 and 1996:
Three Months Ended
March 31,
(in thousands)
1997 1996
Property management fees $ 157 $ 149
Reimbursement for services of affiliates 38 71
The Partnership insures 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.
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, 1997 and 1996:
Average
Occupancy
Property 1997 1996
Cherry Creek Garden Apartments
Englewood, Colorado 94% 94%
Creekside Apartments
Denver, Colorado 96% 97%
The Lodge Apartments
Denver, Colorado 97% 96%
The Village in the Woods Apartments
Cypress, Texas 93% 91%
Cooper's Pond Apartments
Tampa, Florida (1) 94% 90%
1)The increase in occupancy at Cooper's Pond Apartments is due to an increased
emphasis on lease renewals.
The Partnership generated net income for the three months ended March 31, 1997,
of $292,000 compared to $76,000 for the same period of 1996. The increase in
net income is primarily attributable to an increase in revenues and a decrease
in certain expenses. Rental income increased due to increased average occupancy
at The Lodge Apartments, Cooper's Pond Apartments, and The Village in the Woods
Apartments. Operating expense decreased due to decreases in advertising expense
and insurance expense at all of the Partnership's investment properties.
General and administrative expenses decreased due to increased expense
reimbursements in 1996, related to the relocation of the partnership
administration offices from Atlanta, GA to Greenville, SC. Maintenance expense
decreased due to fewer interior repairs and improvements needed at The Lodge
Apartments and Creekside Apartments, although there are over $1,000,000 in
capital improvements budgeted for the Partnership's investment properties during
1997, of which $246,000 has been completed to date. These budgeted improvements
consist of new carpeting, appliances, perimeter fencing and roof replacements.
Property tax expense decreased for the three months ended March 31, 1997, as
compared to the three months ended March 31, 1996, due to decreased property tax
rates and/or valuations at all of the investment properties. Offsetting these
decreases in expenses were increases in depreciation expense and interest
expense. Depreciation expense increased due to an increase in depreciable assets
at the Partnership's investment properties. Interest expense increased due to
increased amortization of the debt discount secured by The Village in the Woods
Apartments' zero coupon note.
Included in maintenance expense for the three months ended March 31, 1997, is
$51,000 of major repairs and maintenance mainly comprised of exterior building
improvements and major landscaping. Included in maintenance expense for the
three months ended March 31, 1996, is $32,000 of major repairs and maintenance
mainly comprised of major landscaping, office equipment, and exterior building
improvement.
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, 1997, the Partnership had unrestricted cash and cash equivalents of
$4,881,000 compared to $3,470,000 at March 31, 1996. Net cash provided by
operating activities decreased as a result of decreased accrued expenses and
other liabilities, which is due to the timing of the payment of various
operating expenses. Net cash used in investing activities remained stable for
the three months ended March 31, 1997, versus the same period in 1996. The
increase in net cash used in financing activities is due to the distribution of
$18,000 to the general partner that owns a 1% interest in the lower tier
partnerships that own Cherry Creek Gardens Apartments, The Lodge Apartments and
Creekside Apartments. This distribution was necessitated by a distribution of
$1,782,000 from these lower tier partnerships to the Partnership in order to
accumulate funds into one pool for investment purposes.
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 $36,622,000 net of discount, is amortized over
varying periods with maturity dates ranging from July 1999 to July 2005, 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. Currently, the Managing
General Partner is evaluating the feasibility of a distribution during 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
In accordance with the requirements of the Exchange Act, the Registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
CENTURY PROPERTIES FUND XVII
By: Fox Capital Management Corporation,
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: May 7, 1997
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Century
Properties Fund XVII 1997 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-31-1997
<PERIOD-END> MAR-31-1997
<CASH> 4,881
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 65,471
<DEPRECIATION> 28,687
<TOTAL-ASSETS> 43,685
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 36,622
0
0
<COMMON> 0
<OTHER-SE> 5,988
<TOTAL-LIABILITY-AND-EQUITY> 43,685
<SALES> 0
<TOTAL-REVENUES> 3,218
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2,926
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 912
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 292
<EPS-PRIMARY> 3.44<F2>
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>
