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
(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, 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 0-13408
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, 1997
<TABLE>
<CAPTION>
<S> <C> <C>
Assets
Cash and cash equivalents $ 7,006
Receivables and deposits 326
Other assets 1,127
Investment properties:
Land $ 6,495
Buildings and related personal property 42,373
48,868
Less accumulated depreciation (16,782) 32,086
$ 40,545
Liabilities and Partners' Deficit
Liabilities
Accounts payable $ 21
Tenants security deposits 172
Accrued taxes 169
Accrued interest - promissory notes 628
Other liabilities 47
Non-Recourse Promissory Notes:
Principal 31,386
Deferred interest payable 15,426
Partners' Deficit:
Limited partners' (61,814 units outstanding) $ (5,872)
General partner's (1,432) (7,304)
$ 40,545
<FN>
See Accompanying Notes to Financial Statements
</TABLE>
b) CENTURY PROPERTIES FUND XX
STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
Three Months Ended
March 31,
1997 1996
Revenues:
Rental income $ 1,686 $ 1,732
Other income 120 107
Total revenues 1,806 1,839
Expenses:
Interest to promissory note holders 628 628
Operating 817 840
Depreciation 379 443
Amortization of sales commissions and
organizational costs 81 81
General and administrative 170 174
Total expenses 2,075 2,166
Net loss $ (269) $ (327)
Net loss allocated to general partner (2%) $ (5) $ (7)
Net loss allocated to limited partners (98%) (264) (320)
$ (269) $ (327)
Net loss per limited partnership unit $ (4.26) $ (5.18)
See Accompanying Notes to Financial Statements
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, 1996 61,814 $ (1,427) $ (5,608) $ (7,035)
Net loss for the three months
ended March 31, 1997 -- (5) (264) (269)
Partners' deficit at
March 31, 1997 61,814 $ (1,432) $ (5,872) $ (7,304)
<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, 1997
1997 1996
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (269) $ (327)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Depreciation 379 443
Amortization of deferred charges 117 126
Deferred interest on non-recourse promissory
notes 314 314
Change in accounts:
Receivables and deposits 126 (189)
Other assets (54) 1
Accounts payable (113) 47
Tenant security deposits (1) --
Accrued taxes (10) 80
Accrued interest - promissory notes 314 314
Other liabilities (6) (31)
Net cash provided by operating activities 797 778
Cash flows from investing activities:
Property improvements and replacements (65) (122)
Net cash used in investing activities (65) (122)
Cash flows from financing activities -- --
Net increase in cash and cash equivalents 732 656
Cash and cash equivalents at beginning of period 6,274 5,246
Cash and cash equivalents at end of period $ 7,006 $ 5,902
<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"), a California corporation, 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 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 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 general partner of the Partnership is Fox Partners III, a California general
partnership whose general partners are FCMC, 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 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.
The following transactions with affiliates of Insignia, NPI, and affiliates of
NPI were incurred during the three months ended March 31, 1997 and 1996 (in
thousands):
Three Months Ended
March 31,
1997 1996
Property management fees (included in operating
expenses) $ 36 $ 35
Reimbursement for services of affiliates (included
in general and administrative and operating
expenses) 32 58
For the period from January 19, 1996, to March 31, 1997, 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 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,
1997 and 1996:
Average
Occupancy
Property 1997 1996
Commonwealth Centre 78% 82%
Dallas, TX
Crabtree Office Center 96% 92%
Raleigh, North Carolina
Linpro Park I 98% 100%
Reston, Virginia
Metcalf 103 Office Park 97% 99%
Overland Park, Kansas
Highland Park Commerce Center 96% 91%
Charlotte, North Carolina
Harbor Club Downs 95% 96%
Palm Harbor, Florida
The Corners Apartments 90% 96%
Spartanburg, South Carolina
The Managing General Partner attributes the decrease in occupancy at
Commonwealth Centre to a tenant vacating the property in January 1997, at the
end of its lease. Management at the property is currently in negotiations with
two prospective tenants. If both leases are executed, the property's occupancy
would increase to 100%. There can be no assurance, however, that either or both
of the prospective tenants will lease space at the property. Occupancy
increased at Crabtree Office Center and Highland Park Commerce Center as the
result of new tenants moving into the properties during 1996. The decrease in
occupancy at the Corners Apartments relates to the increased competition
resulting from two new apartment complexes having been built in the market area
during the last year.
The Partnership's net loss for the three months ended March 31, 1997, was
approximately $269,000 versus a net loss of approximately $327,000 for the
corresponding period of 1996. The decrease in net loss is primary attributable
to a decrease in total expenses. The decrease in expenses is primarily the
result of a reduction in depreciation expense, as a result of certain assets
becoming fully depreciated in 1996. Included in operating expense for the three
months ended March 31, 1996, is approximately $21,000 of major repairs and
maintenance comprised primarily of swimming pool repairs and landscaping.
During the three months ended March 31, 1997, there were no expenditures for
major repairs and maintenance. Partially offsetting the decrease in total
expenses was a decrease in rental income. Included in rental income are tenants
reimbursements which are estimated on a quarterly basis and billed annually.
The estimated tenant reimbursements at December 31, 1996 for Commonwealth and
Metcalf were based on historical information. These estimates were adjusted in
the first quarter of 1997 when the actual bilings were prepared. This
adjustment to the 1996 estimate caused a decrease in rental revenues for the
three months ended March 31, 1997.
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 of approximately
$7,006,000, as compared to approximately $5,902,000 at March 31, 1996. Net cash
provided by operating activities increased primarily due to the reduction in
receivable balances as a result of the timing of the billing and collection of
tenant expense reimbursements. Net cash used in investing activities decreased
as a result of fewer property improvements and replacements in the first quarter
of 1997.
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 totaling
$46,812,000 in principal and deferred 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, refinancings, and the availability of cash reserves. No cash
distributions to the limited partners were made in 1996 or during the three
months ended March 31, 1997. Currently, the Managing General Partner is
evaluating the feasibility of a distribution from cash reserves in the second
quarter of 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
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
Vice President and Treasurer
Date: May 9, 1997
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Century
Properties Fund XX 1997 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-31-1997
<PERIOD-END> MAR-31-1997
<CASH> 7,006
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 48,868
<DEPRECIATION> 16,782
<TOTAL-ASSETS> 40,545
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 31,386
0
0
<COMMON> 0
<OTHER-SE> (7,304)
<TOTAL-LIABILITY-AND-EQUITY> 40,545
<SALES> 0
<TOTAL-REVENUES> 1,806
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2,075
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 628
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (269)
<EPS-PRIMARY> (4.26)<F2>
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>
