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 June 30, 1997
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from.........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
CENTURY PROPERTIES FUND XX
BALANCE SHEET
(Unaudited)
(in thousands, except unit data)
June 30, 1997
Assets
Cash and cash equivalents $ 6,707
Receivables and deposits 446
Other assets 1,076
Investment properties:
Land $ 6,495
Buildings and related personal property 42,802
49,297
Less accumulated depreciation (17,195) 32,102
$ 40,331
Liabilities and Partners' Deficit
Liabilities
Accounts payable $ 33
Tenant security deposits payable 180
Accrued property taxes 274
Accrued interest-promissory notes 314
Other liabilities 60
Non-Recourse Promissory Notes:
Principal 31,386
Deferred interest payable 15,740
Partners' Deficit
Limited partners' (61,814 units issued and
outstanding) $ (6,204)
General partner's (1,452) (7,656)
$ 40,331
See Accompanying Notes to Financial Statements
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,
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Revenues:
Rental income $ 1,822 $ 1,743 $ 3,508 $ 3,475
Other income 119 90 239 197
Total revenues 1,941 1,833 3,747 3,672
Expenses:
Interest to promissory note
holders 627 625 1,255 1,253
Operating 896 848 1,713 1,688
Depreciation 413 457 792 900
Amortization of sales
commissions and
organizational costs 82 82 163 163
General and administrative 262 263 432 437
Total expenses 2,280 2,275 4,355 4,441
Net loss $ (339) $ (442) $ (608) $ (769)
Net loss allocated to
general partner (2%) $ (7) $ (9) $ (12) $ (15)
Net loss allocated to
limited partners (98%) (332) (433) (596) (754)
$ (339) $ (442) $ (608) $ (769)
Net loss per limited
partnership unit $ (5.37) $ (7.00) $ (9.64) $(12.20)
<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, 1996 61,814 $(1,427) $ (5,608) $ (7,035)
Distributions to general partner -- (13) -- (13)
Net loss for the six
months ended June 30, 1997 -- (12) (596) (608)
Partners' deficit at
June 30, 1997 61,814 $(1,452) $ (6,204) $ (7,656)
<FN>
See Accompanying Notes to Financial Statements
</TABLE>
d) CENTURY PROPERTIES FUND XX
STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
Six Months Ended
June 30,
1997 1996
Cash flows from operating activities:
Net loss $ (608) $ (769)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Depreciation 792 900
Amortization of deferred charges 249 254
Deferred interest on non-recourse promissory
notes 628 628
Change in accounts:
Receivables and deposits 6 (158)
Other assets (135) --
Accounts payable (101) 29
Tenant security deposits payable 7 140
Accrued property taxes 95 196
Other liabilities 7 (305)
Net cash provided by operating activities 940 915
Cash flows from investing activities:
Property improvements and replacements (494) (339)
Net cash used in investing activities (494) (339)
Cash flows from financing activities:
Cash distribution to general partner (13) (13)
Net cash used in financing activities (13) (13)
Net increase in cash and cash equivalents 433 563
Cash and cash equivalents at beginning of period 6,274 5,246
Cash and cash equivalents at end of period $ 6,707 $ 5,809
Supplemental information:
Cash paid for interest $ 628 $ 628
See Accompanying Notes to Financial Statements
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 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
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 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 six months ended June 30, 1997 and 1996 (in
thousands):
Six Months Ended
June 30,
1997 1996
Property management fees (included in operating
expenses) $ 73 $ 71
Reimbursement for services of affiliates (included
in general and administrative expenses) 103 158
Partnership management fees (included in general
and administrative expenses) 36 36
For the period from January 19, 1996 to June 30, 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 six months ended June 30, 1997
and 1996:
Average
Occupancy
Property 1997 1996
Commonwealth Centre 81% 79%
Dallas, TX
Crabtree Office Center 98% 96%
Raleigh, North Carolina
Linpro Park I 99% 100%
Reston, Virginia
Metcalf 103 Office Park 97% 99%
Overland Park, Kansas
Highland Park Commerce Center 94% 93%
Charlotte, North Carolina
Harbor Club Downs 95% 95%
Palm Harbor, Florida
The Corners Apartments 93% 93%
Spartanburg, South Carolina
The Partnership's net loss for the six months ended June 30, 1997, was
approximately $608,000 versus a net loss of approximately $769,000 for the
corresponding period of 1996. The Partnership's net loss for the three months
ended June 30, 1997, was approximately $339,000 versus a net loss of
approximately $442,000 for the corresponding period of 1996. The decrease in
net loss for the six months ended June 30, 1997, is primarily attributable to an
increase in other income and a decrease in depreciation expense. The increase
in other income is primarily due to an increase in interest income as a result
of increased cash balances. The decrease in depreciation expense is a result of
certain assets becoming fully depreciated in 1996. Included in operating expense
for the six months ended June 30, 1997, is approximately $52,000 for major
repairs and maintenance, comprised primarily of exterior building repairs,
landscaping and tennis court repairs. Included in operating expense for the six
months ended June 30, 1996, is approximately $51,000 of major repairs and
maintenance, comprised primarily of swimming pool repairs and landscaping.
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
$6,707,000, as compared to approximately $5,809,000 at June 30, 1996. Net cash
provided by operating activities and net cash used in financing activities
remained relatively stable for the six months ended June 30, 1997 as compared to
the corresponding period in 1996. Net cash used in investing activities
increased due to increased expenditures for 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 totaling $47,126,000 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
six months ended June 30, 1997. No distributions are expected to be made in the
remaining months 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 June 30, 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: August 8, 1997
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Century
Properties Fund XX 1997 Second 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> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> 6,707
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 49,297
<DEPRECIATION> 17,195
<TOTAL-ASSETS> 40,331
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 31,386
0
0
<COMMON> 0
<OTHER-SE> (7,656)
<TOTAL-LIABILITY-AND-EQUITY> 40,331
<SALES> 0
<TOTAL-REVENUES> 3,747
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 4,355
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,255
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (608)
<EPS-PRIMARY> (9.64)<F2>
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>
