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 0-13408
CENTURY PROPERTIES FUND XX
(Exact name of small business issuer as specified in its charter)
California 94-2930770
(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 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 XX
BALANCE SHEET
(Unaudited)
(in thousands, except unit data)
March 31, 1996
<TABLE>
<CAPTION>
<S> <C> <C>
Assets
Cash and cash equivalents $ 5,902
Deferred charges 1,274
Other assets 638
Investment properties:
Real estate $ 54,660
Accumulated depreciation (15,066)
Allowance for impairment of value (6,296) 33,298
$ 41,112
Liabilities and Partners' Deficit
Liabilities
Accounts payable and accrued expenses $ 1,382
Non-Recourse Promissory Notes:
Principal 31,386
Deferred interest payable 14,170
Partners' Deficit:
Limited partners (61,814 units outstanding) $ (4,448)
General partner (1,378) (5,826)
$ 41,112
<FN>
See Accompanying Notes to Financial Statements
</TABLE>
b) CENTURY PROPERTIES FUND XX
STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1996 1995
<S> <C> <C>
Revenues:
Rental income $ 1,732 $ 1,696
Other income 107 106
Total revenues 1,839 1,802
Expenses:
Interest to promissory note holders 628 628
Operating 840 810
Depreciation 443 457
Amortization 81 81
General and administrative 174 164
Total expenses 2,166 2,140
Net loss $ (327) $ (338)
Net loss allocated to general partner (2%) $ (7) $ (7)
Net loss allocated to limited partners (98%) (320) (331)
$ (327) $ (338)
Net loss per limited partnership unit $ (5.18) $ (5.35)
<FN>
See Accompanying Notes to Financial Statements
</TABLE>
c) CENTURY PROPERTIES FUND XX
STATEMENT OF CHANGES IN PARTNERS' 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 61,814 $ -- $ 30,907 $ 30,907
Partners' deficit at
December 31, 1995 61,814 $ (1,371) $ (4,128) $ (5,499)
Net loss for the three
months ended March 31, 1996 -- (7) (320) (327)
Partners' deficit at
March 31, 1996 61,814 $ (1,378) $ (4,448) $ (5,826)
<FN>
See Accompanying Notes to Financial Statements
</TABLE>
d) CENTURY PROPERTIES FUND XX
STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
<TABLE>
<CAPTION>
Three Months Ended
March 31, 1996
1996 1995
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (327) $ (338)
Adjustments to reconcile net loss to
cash provided by operating activities:
Depreciation and amortization 569 586
Deferred interest on non-recourse promissory
notes 314 314
Change in accounts:
Deferred charges (2) (16)
Other assets (186) (71)
Accounts payable and accrued expenses 410 256
Net cash provided by operating activities 778 731
Cash flows from investing activities:
Property improvements and replacements (122) (153)
Net cash used in investing activities (122) (153)
Cash flows from financing activities -- --
Net increase in cash and cash equivalents 656 578
Cash and cash equivalents at beginning of period 5,246 4,226
Cash and cash equivalents at end of period $ 5,902 $ 4,804
<FN>
See Accompanying Notes to Financial Statements
</TABLE>
e) CENTURY PROPERTIES FUND XX
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
Note A - Basis of Presentation
The accompanying unaudited financial statements of Century Properties Fund XX
(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 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) $ 35,000 $ 33,000
Reimbursement for services of affiliates (included
in general and administrative expenses) 58,000 39,000
</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 III, a California general
partnership whose general partners are Fox Capital Management Corporation
("FCMC"), a California corporation, Fox Realty Investors ("FRI"), a California
general partnership, and Fox Partners 84, 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 retained 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 the Managing General
Partner resigned and IFGP Corporation caused new officers and directors of each
of those entities to be elected.
Note C - Contingency
On January 24, 1990, a settlement agreement was executed by and between the
Partnership and certain defendants in connection with legal proceedings at
Commonwealth Centre. Lincoln Property Company ("Lincoln"), one of the
defendants, provided the Partnership with a deficiency certificate totaling
$1,250,000 pursuant to Lincoln's company-wide debt restructuring plan.
Effective December 31, 1994, the obligators under this collateral pool agreement
exercised their right to extend the maturity date of the deficiency certificates
to December 31, 1997. It is anticipated that any payments made to the
Partnership on account of its $1,250,000 face amount deficiency certificate will
not be made, if at all, until such time. The amount the Partnership will
ultimately receive under the certificate, which is subject to contingencies, is
uncertain. Accordingly, the certificate will be recorded in the financial
statements when payment is received.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
The Partnership's investment properties consist of two apartment complexes,
three office buildings, and two business parks. 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
Commonwealth Centre 82% 87%
Dallas, TX
Crabtree Office Center 92% 99%
Raleigh, North Carolina
Linpro Park I 100% 100%
Reston, Virginia
Metcalf 103 Office Park 99% 92%
Overland Park, Kansas
Highland Park Commerce 91% 78%
Center-Phase I and II
Charlotte, North Carolina
Harbor Club Downs 96% 97%
Palm Harbor, Florida
The Corners Apartments 96% 95%
Spartanburg, South Carolina
The Managing General Partner attributes the decreases in occupancy at
Commonwealth Centre and Crabtree Office Center to significant tenants vacating
in 1995. Management at both properties has been able to execute leases with
additional tenants to partially offset these declines in occupancy. Occupancy
increased at Metcalf 103 Office Park due to the addition of a tenant occupying
23% of the total building space in the fourth quarter of 1995. The increase in
occupancy at Highland Park Commerce Center is a result of two existing tenants
leasing additional space and additional new tenants moving to the property in
1995.
The Partnership's net loss for the three months ended March 31, 1996, was
approximately $327,000 versus a net loss of approximately $338,000 for the same
period of 1995. In general, operations remained consistent from 1995 to 1996.
The decrease in net loss is primarily attributable to increased rental income as
a result of increases in occupancy at three of the Partnership's properties as
noted above and rental rate increases at the two apartment complexes.
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 $5,902,000, as
compared to $4,804,000 at March 31, 1995. Net cash provided by operating
activities increased primarily as a result of an increase in prepayments of
rent. The decrease in cash used in investing activities is due to a reduction in
property improvements and replacements.
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 consists of Non-Recourse Promissory Notes totalling
$45,556,000 in principal and accrued interest. These notes mature on November
30, 1998 at which time the Partnership will have to extend the due dates of
these notes, find replacement financing, or sell properties. 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 to
the limited partners were made in 1995 or during the three months ended March
31, 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 XX
By: FOX PARTNERS III
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 15, 1996
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Century
Properties Fund XX 1996 First Quarter 10-QSB and is qualified in its entirety by
reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000736909
<NAME> CENTURY PROPERTIES FUND XX
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 5,902
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 48,364
<DEPRECIATION> 15,066
<TOTAL-ASSETS> 41,112
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 31,386
0
0
<COMMON> 0
<OTHER-SE> (5,826)
<TOTAL-LIABILITY-AND-EQUITY> 41,112
<SALES> 0
<TOTAL-REVENUES> 1,839
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2,166
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 628
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (327)
<EPS-PRIMARY> (5.18)
<EPS-DILUTED> 0
<FN>
<F1>The Registrant has an unclassified balance sheet.
</FN>
</TABLE>
