FORM 10-QSB--QUARTERLY REPORT UNDER SECTION 13 OR 15 (D)
OF THE SECURITIES EXCHANGE ACT OF 1934
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 June 30, 1997
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period.........to.........
Commission file number 0-11137
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 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)
June 30, 1997
<TABLE>
<CAPTION>
<S> <C> <C>
Assets
Cash and cash equivalents:
Unrestricted $ 5,514
Restricted - tenant security deposits 266
Escrows for taxes 466
Restricted escrows 910
Other assets 462
Investment properties:
Land $ 7,078
Buildings and related personal property 58,616
65,694
Less accumulated depreciation (29,184) 36,510
$ 44,128
Liabilities and Partners' Capital
Liabilities
Accounts payable $ 196
Other liabilities 355
Accrued taxes 396
Security deposit liabilities 266
Mortgage notes payable 36,862
Partners' (Deficit) Capital:
General partner's $ (7,033)
Limited partners'(75,000 units issued and
outstanding) 13,086 6,053
$ 44,128
<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 Six Months Ended
June 30, June 30,
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Revenues:
Rental income $ 3,058 $ 2,933 $ 6,085 $ 5,819
Other income 192 202 383 419
Total revenues 3,250 3,135 6,468 6,238
Expenses:
Operating 992 998 1,925 1,968
General and administrative 77 84 131 196
Maintenance 378 404 680 744
Depreciation 557 537 1,104 1,053
Property taxes 205 202 383 408
Interest 912 890 1,824 1,773
Total expenses 3,121 3,115 6,047 6,142
Loss on disposal of property (64) -- (64) --
Net income $ 65 $ 20 $ 357 $ 96
Net income allocated to
general partners (11.8%) $ 8 $ 2 $ 42 $ 11
Net income allocated to
limited partners (88.2%) 57 18 315 85
Net income $ 65 $ 20 $ 357 $ 96
Net income per limited
partnership unit $ .76 $ .24 $ 4.20 $ 1.13
<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
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 six
months ended June 30, 1997 -- 42 315 357
Partners' (deficit) capital
at June 30, 1997 75,000 $ (7,033) $ 13,086 $ 6,053
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
d)
CENTURY PROPERTIES FUND XVII
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
<TABLE>
<CAPTION>
Six Months Ended
June 30,
1997 1996
<S> <C> <C>
Cash flows from operating activities:
Net income $ 357 $ 96
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 1,104 1,053
Amortization of loan costs and debt discounts 737 673
Loss on disposal of property 64 --
Change in accounts:
Other assets (124) 134
Accrued expenses and other liabilities (230) 307
Net cash provided by operating activities 1,908 2,263
Cash flows from investing activities:
Deposits to restricted escrows, net of withdrawals (29) (92)
Property improvements and replacements (593) (499)
Net cash used in investing activities (622) (591)
Cash flows from financing activities:
Payments of mortgage notes payable (195) (192)
Distribution to partners (18) --
Net cash used in financing activities (213) (192)
Net increase in unrestricted cash and cash
equivalents 1,073 1,480
Unrestricted cash and cash equivalents at
beginning of period 4,441 2,623
Unrestricted cash and cash equivalents at
end of period $ 5,514 $ 4,103
Supplemental information:
Cash paid for interest $ 1,052 $ 1,098
<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" or the "Registrant") 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"), all adjustments (consisting of normal recurring accruals)
considered necessary for a fair presentation have been included. Operating
results for the three and six month periods ended June 30, 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 Garden 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:
<TABLE>
<CAPTION>
For the Six Months Ended
June 30,
(in thousands)
1997 1996
<S> <C> <C>
Property management fees (included in operating expenses) $ 317 $ 304
Reimbursement for services of affiliates (included in
general and administrative expenses) 78 123
</TABLE>
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
six months ended June 30, 1997 and 1996:
Average
Occupancy
Property 1997 1996
Cherry Creek Garden Apartments
Englewood, Colorado 95% 95%
Creekside Apartments
Denver, Colorado 96% 97%
The Lodge Apartments
Denver, Colorado 97% 96%
The Village in the Woods Apartments
Cypress, Texas 94% 92%
Cooper's Pond Apartments
Tampa, Florida 94% 92%
The Partnership generated net income of approximately $357,000 for the six
months ended June 30, 1997, compared to net income of approximately $96,000 for
the corresponding period of 1996. For the three months ended June 30, 1997, the
Partnership generated net income of approximately $65,000 compared to net income
of approximately $20,000 for the three months ended June 30, 1996. The increase
in net income is primarily attributable to an increase in rental revenue due to
increases in occupancy at The Lodge Apartments and Cooper's Pond Apartments.
Also contributing to the increase in net income were decreases in certain
expenses at the properties. General and administrative expenses decreased due to
the transition and relocation of the administrative offices during the first
quarter of 1996. Maintenance expense decreased due to fewer interior repairs
needed at the Village in the Woods 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 approximately $593,000 has been
completed to date. These budgeted improvements consist of new carpeting,
appliances, perimeter fencing, and roof replacements. Property tax expense
decreased 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. The
Partnership also incurred a $64,000 loss on disposal of property due to roof
replacements at Creekside Apartments and The Village in the Woods Apartments.
Included in maintenance expense for the six months ended June 30, 1997, is
$110,000 of major repairs and maintenance mainly comprised of exterior building
improvements and major landscaping. Included in maintenance expense for the six
months ended June 30, 1996, is $88,000 of major repairs and maintenance mainly
comprised of major landscaping and exterior building improvements.
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 June 30, 1997, the Partnership had unrestricted cash of approximately
$5,514,000 compared to approximately $4,103,000 at June 30, 1996. Net cash
provided by operating activities decreased primarily as a result of decreased
accrued expenses and other liabilities due to the timing of the payments. Also
contributing to the decrease in net cash provided by operating activities was an
increase in other assets due to an increase in the amount of prepaid insurance
at June 30, 1997. Net cash used in investing activities increased due to an
increase in property improvements and replacements and decreased withdrawals
from the capital improvement reserves. 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 Garden 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 for the Partnership 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 approximately $36,862,000 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 three months ended June 30, 1997.
SIGNATURES
In accordance with the requirements of the Securities Exchange Act, 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 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: July 31, 1997
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Century
Properties Fund XVII 1997 Second 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> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> 5,514
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 65,694
<DEPRECIATION> 29,184
<TOTAL-ASSETS> 44,128
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 36,862
0
0
<COMMON> 0
<OTHER-SE> 6,053
<TOTAL-LIABILITY-AND-EQUITY> 44,128
<SALES> 0
<TOTAL-REVENUES> 6,468
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 6,047
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,824
<INCOME-PRETAX> 357
<INCOME-TAX> 0
<INCOME-CONTINUING> 357
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 357
<EPS-PRIMARY> 4.20<F2>
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>
