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 June 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 0-13408
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)
June 30, 1996
<TABLE>
<CAPTION>
<S> <C> <C>
Assets
Cash and cash equivalents $ 5,809
Deferred charges 1,173
Other assets 581
Investment properties:
Land $ 6,495
Buildings and related personal property 42,086
48,581
Less accumulated depreciation (15,523) 33,058
$ 40,621
Liabilities and Partners' Deficit
Liabilities
Accounts payable and accrued expenses $ 1,032
Non-Recourse Promissory Notes:
Principal 31,386
Deferred interest payable 14,484
Partners' Deficit:
Limited partners' (61,814 units outstanding) $ (4,882)
General partner's (1,399) (6,281)
$ 40,621
<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 Six Months Ended
June 30, June 30,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
Revenues:
Rental income $ 1,773 $ 1,827 $ 3,545 $ 3,575
Interest income 60 64 127 118
Total revenues 1,833 1,891 3,672 3,693
Expenses:
Interest to promissory note
holders 625 627 1,253 1,255
Operating 848 905 1,688 1,715
Depreciation 457 458 900 915
Amortization 82 82 163 163
General and administrative 263 222 437 386
Total expenses 2,275 2,294 4,441 4,434
Net loss $ (442) $ (403) $ (769) $ (741)
Net loss allocated to
general partner (2%) $ (8) $ (8) $ (15) $ (15)
Net loss allocated to
limited partners (98%) (434) (395) (754) (726)
$ (442) $ (403) $ (769) $ (741)
Net loss per limited
partnership unit $ (7.01) $ (6.39) $ (12.19) $ (11.74)
<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's 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)
Distribution to general partner -- (13) -- (13)
Net loss for the six
months ended June 30, 1996 -- (15) (754) (769)
Partners' deficit at
June 30, 1996 61,814 $ (1,399) $ (4,882) $ (6,281)
<FN>
See Accompanying Notes to Financial Statements
</TABLE>
d) CENTURY PROPERTIES FUND XX
STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
<TABLE>
<CAPTION>
Six Months Ended
June 30, 1996
1996 1995
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (769) $ (741)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Depreciation and amortization 1,154 1,171
Deferred interest on non-recourse promissory
notes 628 628
Change in accounts:
Deferred charges (29) (52)
Other assets (129) (185)
Accounts payable and accrued expenses 60 (1)
Net cash provided by operating activities 915 820
Cash flows from investing activities:
Property improvements and replacements (339) (349)
Net cash used in investing activities (339) (349)
Cash flows from financing activities:
Cash distributions to general partner (13) (13)
Net cash used in financing activities (13) (13)
Net increase in cash and cash equivalents 563 458
Cash and cash equivalents at beginning of period 5,246 4,226
Cash and cash equivalents at end of period $ 5,809 $ 4,684
Supplemental information:
Cash paid for interest $ 628 $ 627
<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 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, 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 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 Six Months Ended
June 30,
1996 1995
<S> <C> <C>
Property management fees (included in operating
expenses) $ 71,000 $ 68,000
Reimbursement for services of affiliates (included
in general and administrative expenses) 158,000 89,000
Partnership management fees (included in general
and administrative expenses) 36,000 36,000
</TABLE>
For the period from January 19, 1996, to June 30, 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 FCMC, a California corporation, Fox
Realty Investors ("FRI"), a California general partnership, and Fox Partners 84,
a California general partnership.
Pursuant to a series of transactions which closed during the first half of 1996,
affiliates of Insignia acquired (i) control of NPI Equity Investments II, Inc.
("NPI Equity"), the managing general parter of FRI, and (ii) all of the issued
and outstanding shares of stock of FCMC. In connection with these transactions,
affiliates of Insignia appointed new officers and directors of NPI Equity and
FCMC.
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 six months ended June 30, 1996
and 1995:
Average
Occupancy
Property 1996 1995
Commonwealth Centre 79% 88%
Dallas, TX
Crabtree Office Center 96% 99%
Raleigh, North Carolina
Linpro Park I 100% 100%
Reston, Virginia
Metcalf 103 Office Park 99% 92%
Overland Park, Kansas
Highland Park Commerce
Center-Phase I and II 93% 80%
Charlotte, North Carolina
Harbor Club Downs 95% 97%
Palm Harbor, Florida
The Corners Apartments 93% 96%
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 seven new tenants moving to the property since the
second quarter of 1995.
The Partnership's net loss for the six months ended June 30, 1996, was
approximately $769,000 versus a net loss of approximately $741,000 for the same
period of 1995. The net loss for the three months ended June 30, 1996 was
approximately $442,000 compared to a net loss of approximately $403,000 for the
three months ended June 30, 1995. In general, operations remained consistent
from 1995 to 1996. The increase in net loss is primarily attributable to a
decrease in rental income and an increase in general and administrative
expenses. Rental income decreased as a result of decreases in occupancy at four
of the Partnership's properties as noted above. The increase in general and
administrative expenses resulted from increased expense reimbursements related
to the transition of the partnership administration offices in 1996.
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, 1996, the Partnership had unrestricted cash of $5,809,000, as
compared to $4,684,000 at June 30, 1995. Net cash provided by operating
activities increased primarily as a result of increases in accounts payable and
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
$45,870,000 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 six months ended June 30,
1996. At this time, it appears that the original investment objective of
capital growth 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: None filed during the quarter ended June 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 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: August 8, 1996
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Century
Properties Fund XX 1996 Second Quarter 10-QSB and is qualified in its entirety
by reference to such 10-QSB fling.
</LEGEND>
<CIK> 0000736909
<NAME> CENTURY PROPERTIES FUND XX
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 5,809
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 48,581
<DEPRECIATION> 15,523
<TOTAL-ASSETS> 40,621
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 31,386
0
0
<COMMON> 0
<OTHER-SE> (6,281)
<TOTAL-LIABILITY-AND-EQUITY> 40,621
<SALES> 0
<TOTAL-REVENUES> 3,672
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 4,441
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,253
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (769)
<EPS-PRIMARY> (12.19)<F2>
<EPS-DILUTED> 0
<FN>
<F1>The Registrant has an unclassified balance sheet.
<F2>Multipler is 1.
</FN>
</TABLE>
