<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549-1004
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the period ended September 30, 1994
---------------------------------------------------
OR
[_] 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: 0-14121
----------------------------------------------------
FIRST CAPITAL INCOME PROPERTIES, LTD. - SERIES X
- - --------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Florida 59-2417973
- - ------------------------------- --------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Two North Riverside Plaza, Suite 950, Chicago, Illinois 60606-2607
- - ------------------------------------------------------- ---------------------
(Address of principal executive offices) (Zip Code)
(312) 207-0020
- - -----------------------------------------------------------------------------
(Registrant's telephone number, including area code)
Not applicable
- - -----------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 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
----- -----
DOCUMENTS INCORPORATED BY REFERENCE:
The First Amended and Restated Agreement of Limited Partnership filed as
Exhibit A to the Partnership's Prospectus dated September 25, 1984, included in
the Partnership's Registration Statement on Form S-11, is incorporated herein
by reference in Part I of this report.
<PAGE>
BALANCE SHEETS
(All dollars rounded to nearest 00s)
<TABLE>
<CAPTION>
September 30,
1994 December 31,
(Unaudited) 1993
- - ------------------------------------------------------------------------------
<S> <C> <C>
ASSETS
Investment in commercial rental properties:
Land $11,037,500 $11,037,500
Buildings and improvements 37,729,600 37,504,000
- - ------------------------------------------------------------------------------
48,767,100 48,541,500
Accumulated depreciation and amortization (11,177,200) (10,268,000)
- - ------------------------------------------------------------------------------
Total investment properties, net of accumulated
depreciation and amortization 37,589,900 38,273,500
Cash and cash equivalents 5,378,700 5,051,700
Restricted cash and certificate of deposit 427,400 261,100
Rents receivable 569,300 691,700
Escrow deposits 39,800 39,800
Prepaid expenses 160,500 6,000
Other assets (primarily loan acquisition costs net
of accumulated amortization of $313,000 and
$279,300, respectively) 38,300 72,000
- - ------------------------------------------------------------------------------
$44,203,900 $44,395,800
- - ------------------------------------------------------------------------------
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Mortgage loans payable $27,179,300 $26,794,900
Accounts payable and accrued expenses 1,132,000 1,131,100
Due to Affiliates 33,000 52,200
Security deposits 401,500 275,600
Other liabilities 51,600 62,700
- - ------------------------------------------------------------------------------
28,797,400 28,316,500
- - ------------------------------------------------------------------------------
Partners' (deficit) capital:
General Partner (249,800) (243,100)
Limited Partners (43,861 Units authorized, issued
and outstanding) 15,656,300 16,322,400
- - ------------------------------------------------------------------------------
15,406,500 16,079,300
- - ------------------------------------------------------------------------------
$44,203,900 $44,395,800
- - ------------------------------------------------------------------------------
</TABLE>
STATEMENTS OF PARTNERS' CAPITAL
For the nine months ended September 30, 1994
and the year ended December 31, 1993
(Unaudited)
(All dollars rounded to nearest 00s)
<TABLE>
<CAPTION>
General Limited
Partner Partners Total
- - --------------------------------------------------------------------------
<S> <C> <C> <C>
Partners' (deficit) capital,
January 1, 1993 $(177,800) $22,789,600 $22,611,800
Net (loss) for the
year ended
December 31, 1993 (65,300) (6,467,200) (6,532,500)
- - --------------------------------------------------------------------------
Partners' (deficit) capital,
December 31, 1993 (243,100) 16,322,400 16,079,300
Net (loss) for the nine months ended
September 30, 1994 (6,700) (666,100) (672,800)
- - --------------------------------------------------------------------------
Partners' (deficit) capital,
September 30, 1994 $(249,800) $15,656,300 $15,406,500
- - --------------------------------------------------------------------------
</TABLE>
The accompanying notes are an integral part of the financial statements.
<PAGE>
STATEMENTS OF INCOME AND EXPENSES
For the quarters ended September 30, 1994 and 1993
(Unaudited)
(All dollars rounded to nearest 00s
except per Unit amounts)
<TABLE>
<CAPTION>
1994 1993
- - ---------------------------------------------------------------------------
<S> <C> <C>
Income:
Rental $1,424,700 $1,801,600
Interest 60,800 31,700
- - ---------------------------------------------------------------------------
1,485,500 1,833,300
- - ---------------------------------------------------------------------------
Expenses:
Interest 508,900 348,200
Depreciation and amortization 307,600 296,000
Property operating 459,200 476,100
Real estate taxes and insurance 343,800 359,600
Repairs and maintenance 166,100 150,600
General and administrative 34,900 42,000
- - ---------------------------------------------------------------------------
1,820,500 1,672,500
- - ---------------------------------------------------------------------------
Net (loss) income $ (335,000) $ 160,800
- - ---------------------------------------------------------------------------
Net (loss) income allocated to General Partner $ (3,400) $ 1,600
- - ---------------------------------------------------------------------------
Net (loss) income allocated to Limited Partners $ (331,600) $ 159,200
- - ---------------------------------------------------------------------------
Net (loss) income allocated to Limited Partners per
Unit (43,861 Units authorized, issued and
outstanding) $ (7.56) $ 3.63
- - ---------------------------------------------------------------------------
</TABLE>
STATEMENTS OF INCOME AND EXPENSES
For the nine months ended September 30, 1994 and 1993
(Unaudited)
(All dollars rounded to nearest 00s
except per Unit amounts)
<TABLE>
<CAPTION>
1994 1993
- - ----------------------------------------------------------------------------
<S> <C> <C>
Income:
Rental $4,416,700 $ 5,376,600
Interest 150,600 83,300
- - ----------------------------------------------------------------------------
4,567,300 5,459,900
- - ----------------------------------------------------------------------------
Expenses:
Interest 1,304,400 1,058,300
Depreciation and amortization 942,900 980,400
Property operating 1,318,800 1,288,700
Real estate taxes and insurance 1,047,600 1,071,000
Repairs and maintenance 490,800 488,500
General and administrative 135,600 132,200
- - ----------------------------------------------------------------------------
5,240,100 5,019,100
- - ----------------------------------------------------------------------------
Net (loss) income before (loss) on sale of land
parcel and provision for value impairment (672,800) 440,800
(Loss) on sale of land parcel (20,800)
Provision for value impairment (5,500,000)
- - ----------------------------------------------------------------------------
Net (loss) $ (672,800) $(5,080,000)
- - ----------------------------------------------------------------------------
Net (loss) allocated to General Partner $ (6,700) $ (50,800)
- - ----------------------------------------------------------------------------
Net (loss) allocated to Limited Partners $ (666,100) $(5,029,200)
- - ----------------------------------------------------------------------------
Net (loss) allocated to Limited Partners per Unit
(43,861 Units authorized, issued and outstanding) $ (15.19) $ (114.66)
- - ----------------------------------------------------------------------------
</TABLE>
STATEMENTS OF CASH FLOWS
For the nine months ended September 30, 1994 and 1993
(Unaudited)
(All dollars rounded to nearest 00s)
<TABLE>
<CAPTION>
1994 1993
- - -----------------------------------------------------------------------------
<S> <C> <C>
Cash flows from operating activities:
Net (loss) $ (672,800) $(5,080,000)
Adjustments to reconcile net (loss) to net cash
provided by operating activities:
Depreciation and amortization 942,900 980,400
Loss on sale of land parcel 20,800
Provision for value impairment 5,500,000
Changes in assets and liabilities:
Decrease in rents receivable 122,400 198,600
(Increase) in restricted cash and certificate of
deposit (166,300) (2,700)
(Increase) decrease in prepaid expenses (154,500) 441,700
Decrease in other assets, net of accumulated
amortization 19,200
Increase in accounts payable and accrued expenses 900 214,000
(Decrease) increase in due to Affiliates (19,200) 24,100
(Decrease) in other liabilities (11,100) (36,400)
- - -----------------------------------------------------------------------------
Net cash provided by operating activities 42,300 2,279,700
- - -----------------------------------------------------------------------------
Cash flows from investing activities:
Payments for capital and tenant improvements (225,600) (277,100)
Proceeds from the sale of land parcel 76,700
- - -----------------------------------------------------------------------------
Net cash (used for) investing activities (225,600) (200,400)
- - -----------------------------------------------------------------------------
Cash flows from financing activities:
Net proceeds from mortgage loans payable 408,800
Principal payments on mortgage loans payable (24,400) (69,700)
Increase in security deposits 125,900 10,100
- - -----------------------------------------------------------------------------
Net cash provided by (used for) financing
activities 510,300 (59,600)
- - -----------------------------------------------------------------------------
Net increase in cash and cash equivalents 327,000 2,019,700
Cash and cash equivalents at the beginning of the
period 5,051,700 2,676,500
- - -----------------------------------------------------------------------------
Cash and cash equivalents at the end of the period $5,378,700 $ 4,696,200
- - -----------------------------------------------------------------------------
Supplemental information:
Interest paid during the period $1,015,600 $ 1,099,600
- - -----------------------------------------------------------------------------
</TABLE>
The accompanying notes are an integral part of the financial statements.
<PAGE>
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
September 30, 1994
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
DEFINITION OF SPECIAL TERMS:
Capitalized terms used in this report have the same meaning as those terms have
in the Partnership's Registration Statement on Form S-11, filed with the
Securities and Exchange Commission. Definitions of these terms are contained in
Article III of the First Amended and Restated Agreement of Limited Partnership,
which is incorporated herein by reference.
ACCOUNTING POLICIES:
The financial statements have been prepared in accordance with generally
accepted accounting principles. Under this method of accounting, revenues are
recorded when earned and expenses are recorded when incurred.
The financial information included in these financial statements is unaudited;
however, in management's opinion, all adjustments (consisting of only normal,
recurring accruals) necessary for a fair presentation of the results of
operations for the periods included have been made. Results of operations for
the quarter and nine months ended September 30, 1994 are not necessarily
indicative of the operating results for the year ending December 31, 1994.
The financial statements include the Partnership's 50% interest in two joint
ventures and a 25% interest in one joint venture. The joint ventures are
operated under the control of the General Partner. Accordingly, the
Partnership's pro rata share of the ventures' revenues, expenses, assets and
liabilities is included in the financial statements.
Cash equivalents are considered all highly liquid investments purchased with a
maturity of three months or less.
Certain reclassifications have been made to the previously reported 1993
financial statements in order to provide comparability with the 1994 financial
statements. These reclassifications have no effect on income or Partners'
capital.
Reference is made to the Partnership's annual report for the year ended
December 31, 1993, for a description of other accounting policies and
additional details of the Partnership's financial condition, results of
operations, changes in Partners' capital and changes in cash balances for the
year then ended. The details provided in the notes thereto have not changed
except as a result of normal transactions in the interim or as disclosed
herein.
2. RELATED PARTY TRANSACTIONS:
Subsequent to September 24, 1985, the Termination of the Offering, the General
Partner is entitled to 10% of Cash Flow, as a Partnership Management Fee. In
accordance with the Partnership Agreement, Net Profits (exclusive of Net
Profits from the sale or disposition of a Partnership property) shall be
allocated to the General Partner in an amount equal to the greater of 1% of
such Net Profits or the Partnership Management Fee, as defined, and the
balance, if any, to the Unit Holders. Net Losses (exclusive of Net Losses from
the sale or disposition of a Partnership property) shall be allocated 1% to the
General Partner and 99% to the Unit Holders. Net Losses from the sale or
disposition of a Partnership property (including provisions for value
impairment) shall be allocated; first, after giving effect to any distribution
of Sale or Refinancing Proceeds from the transaction, to all Partners with
positive balances in their Capital Accounts, pro rata in proportion to such
respective positive balances, to the extent of the total of such positive
balances; and second, the balance if any, 1% to the General Partner and 99% to
the Unit Holders. Notwithstanding, there shall be allocated to the General
Partner not less than 1% of all items of Partnership income, gain and loss
during the existence of the Partnership. For the quarter and nine months ended
September 30, 1994, the General Partner was not allocated a Partnership
Management Fee, but was allocated Net Losses from operations of approximately
$3,400 and $6,700, respectively.
Fees and reimbursements paid and payable by the Partnership to Affiliates
during the quarter and nine months ended September 30, 1994 are as follows:
<TABLE>
<CAPTION>
Paid
-----------------
Nine
Quarter Months Payable
- - ---------------------------------------------------------------------------
<S> <C> <C> <C>
Property management and leasing fees $ 79,200 $241,600 $18,600
Reimbursement of property insurance premiums, at
cost 22,400 63,400 None
Real estate commission (a) None None 10,000
Reimbursement of expenses, at cost
(1) Accounting 5,000 14,300 3,300
(2) Investor communication 1,000 5,500 1,100
(3) Legal 6,200 28,800 None
- - ---------------------------------------------------------------------------
$113,800 $353,600 $33,000
- - ---------------------------------------------------------------------------
</TABLE>
(a) As of September 30, 1994, the Partnership owed $10,000 to the General
Partner for a real estate commission earned in connection with the sale of
one Partnership property. This commission has been accrued but not paid.
Under the terms of the Partnership Agreement, this fee will not be paid
until such time as the Limited Partners have received cumulative
distributions of Sale or Refinancing Proceeds equal to 100% of their
Original Capital Contribution, plus a cumulative return (including all Cash
Flow which has been distributed to the Unit Holders) of 6% simple interest
per annum on their Capital Investment from the initial date of investment.
3. RESTRICTED CASH AND CERTIFICATE OF DEPOSIT:
On June 24, 1994, the joint venture which owns Regency Park Shopping Center
("Regency Park"), in which the Partnership has a 25% interest, invested
$150,000 in a restricted certificate of deposit which collateralizes a letter
of credit for a construction allowance to a major new tenant which will occupy
40,150 leasable square feet at Regency Park. This amount, of which the
Partnership's share is $37,500, will be reimbursed to the new tenant upon
compliance of the lease section pertaining to this construction allowance,
which includes the tenant's completion of all improvements, taking occupancy of
the leased space and commencement of business.
Restricted cash represents tenant security deposits for the Partnership's New
York property that are required to be placed in an interest-bearing account.
4. MORTGAGE LOANS PAYABLE:
The maturity date of the mortgage loan collateralized by the Glendale Center
Shopping Mall ("Glendale") had previously been extended with the existing
lender until October 3, 1994. On October 27, 1994, the joint venture which owns
Glendale made a $4,300,000 principal payment to this lender, of which the
Partnership's proportionate share was $2,150,000. This principal payment, along
with the payment of a $50,000 fee, further extended the loan's maturity to
November 30, 1994. The joint venture has received a verbal commitment from a
new lender for a $17,000,000 loan. The joint venture is entitled to exercise
one 2-month extension of the maturity date to January 31, 1995 with the
existing lender if the new loan does not close by November 30, 1994, provided
that the joint venture pays an additional principal payment of $3,700,000 and a
$50,000 fee.
<PAGE>
The General Partner had been engaged in discussions with the mortgage holder
regarding the restructuring of the mortgage loan collateralized by the Fashion
Atrium Building ("Fashion Atrium"). The General Partner was unable to reach a
mutual resolution regarding the restructuring of the loan and as a result, in
April 1994, the Partnership received a notice of default from the mortgage
holder. On August 25, 1994, FANY Seventh Avenue Associates ("FANY"), the joint
venture which owns Fashion Atrium and in which the Partnership has a 50%
interest, executed a Cash Collateral Use Agreement (the "Agreement") with the
mortgage holder. Upon execution of the Agreement, FANY transferred
approximately $1,311,000, of which the Partnership's proportionate share is
approximately $655,500, of accumulated cash flow through July 31, 1994 to a
safekeeping account under sole control of the mortgage holder. In addition, the
mortgage holder made a protective advance to FANY in the amount of
approximately $2,313,200, of which the Partnership's proportionate share is
approximately $1,156,600, for the payment of accrued real estate taxes plus
penalties and interest. FANY is currently assisting in the orderly conveyance
of title of the property to the mortgage holder within the context of a pre-
packaged Chapter 11 bankruptcy case (the "Bankruptcy") filed on October 14,
1994 in the United States Bankruptcy Court for the Southern District of New
York. A confirmation hearing on the pre-packaged plan is scheduled for November
22, 1994. It is anticipated that conveyance of title of the property will occur
pursuant to the terms and conditions of the confirmed plan prior to 1995. At
the point in time in which the conveyance of title occurs, the Partnership will
be relieved of its obligation under the mortgage loan of approximately
$13,269,100 less amounts held in safekeeping. As of September 30, 1994, the
assets and liabilities of FANY totalled approximately $25,461,200 and
$26,618,300, respectively, of which the Partnership's proportionate share is
approximately $12,730,600 and $13,309,300, respectively. Upon consummation of
the Bankruptcy, the assets and liabilities of FANY will be conveyed to the
mortgage holder.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Reference is made to the Partnership's annual report for the year ended
December 31, 1993, for a discussion of the Partnership's business.
OPERATIONS
The Statements of Cash Flows presented in the financial statements represent a
reconciliation of the changes in cash balances. Cash Flow, as defined in the
Partnership Agreement, is generally not equal to Partnership net income or cash
flows as determined under generally accepted accounting principles, since
certain items are treated differently under the Partnership Agreement than
under generally accepted accounting principles. Management believes that in
order to facilitate a clear understanding of the Partnership's operations, an
analysis of Cash Flow (as defined in the Partnership Agreement) should be
examined in conjunction with an analysis of net income or cash flows, as
defined by generally accepted accounting principles. The amount of Cash Flow
and the return on Capital Investment are not indicative of actual distributions
and actual returns on Capital Investment.
<TABLE>
<CAPTION>
Comparative Cash Flow Results
For the For the
Quarters Ended Nine Months Ended
9/30/94 9/30/93 9/30/94 9/30/93
- - -------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Amount of Cash Flow (deficit)
(as defined in the
Partnership Agreement) $ (33,500) $ 444,200 $ 245,700 $ 1,391,400
Capital Investment $43,861,000 $43,861,000 $43,861,000 $43,861,000
Annualized return on Capital
Investment (Cash
Flow/Capital Investment) (0.20)% 4.05% 0.75% 4.23%
- - -------------------------------------------------------------------------------
</TABLE>
The decreases in Cash Flow results of approximately $477,700 and $1,145,700 for
the quarter and nine months ended September 30, 1994, respectively, when
compared to the quarter and nine months ended September 30, 1993 were primarily
due to the following factors: 1) decreased rental revenues at all of the
Partnership's properties; 2) higher interest expense on the Partnership's
variable rate loans due primarily to an increase in the interest rate on the
mortgage loan collateralized by the Fashion Atrium building ("Fashion Atrium")
as a result of the receipt of a notice of default from the mortgage holder and
3) increased property operating expenses at Glendale Center Shopping Mall
("Glendale") due primarily to an increase in utilities as a result of a more
severe winter in 1994. Partially offsetting the decreases in Cash Flow results
was increased interest income earned on short-term investments.
Rental revenues at Glendale for the nine months ended September 30, 1994 and
1993 were approximately $2,617,200 and $3,065,600, respectively, and for the
quarters ended September 30, 1994 and 1993 were approximately $880,100 and
$1,052,700, respectively. Rental revenues are less in 1994 primarily due to the
1993 billings of additional tenant reimbursements for real estate taxes paid in
prior years.
Rental revenues at Fashion Atrium for the nine months ended September 30, 1994
and 1993 were approximately $1,405,700 and $1,903,500, respectively, and for
the quarters ended September 30, 1994 and 1993 were approximately $412,400 and
$616,100, respectively. The decrease in rental revenues for the periods under
comparison was due to a decrease in tenant expense reimbursements and a
decrease in the quarterly and nine-month average occupancy rates from 78% and
77%, respectively, in 1993 to 74% and 72%, respectively, in 1994.
Rental revenues at Regency Park Shopping Center ("Regency") for the nine months
ended September 30, 1994 and 1993 were approximately $393,800 and $407,500,
respectively, and for the quarters ended September 30, 1994 and 1993 were
approximately $132,200 and $132,800, respectively. Occupancy at Regency has
remained stable at approximately 78% for both periods under comparison.
LIQUIDITY AND CAPITAL RESOURCES
The increase in the Partnership's cash position as of September 30, 1994 when
compared to December 31, 1993 was primarily the result of net cash provided by
operating activities exceeding expenditures made for capital and tenant
improvements for the Partnership's properties. Liquid assets of the Partnership
as of September 30, 1994 are comprised of amounts held for working capital.
Net cash provided by operating activities decreased from $2,279,700 for the
nine months ended September 30, 1993 to $42,300 for the nine months ended
September 30, 1994. This decrease was primarily due to the decrease in Cash
Flow from operating activities discussed above and to a lesser extent the
payment of certain partnership expenses.
The primary use of cash for investing activities is capital and tenant
improvements made to the Partnership's properties. Net cash used for investing
activities increased from $200,400 for the nine months ended September 30, 1993
to $225,600 for the nine months ended September 30, 1994. Payments for capital
and tenant improvements decreased in 1994 when compared to 1993, however, 1993
net cash used for investing activities includes the receipt of proceeds from
the sale of a parcel of land at Regency.
During the nine months ended September 30, 1994, the Partnership spent $225,600
for capital and tenant improvements and has budgeted to spend approximately
$400,000 and $100,000 for the remainder of 1994 at Glendale and Regency,
respectively. The General Partner feels that these improvements are necessary
in order to preserve the physical integrity of these properties as well as to
improve occupancy levels and maintain rental rates in very competitive markets.
Generally, working capital reserves are maintained to fund these types of
expenditures.
Net cash (used for) provided by financing activities changed from $(59,600) for
the nine months ended September 30, 1993 to $510,300 for the nine months ended
September 30, 1994 due primarily to net proceeds received from the mortgage
loan collateralized by Fashion Atrium as discussed below and an increase in
security deposit collections.
The maturity date of the mortgage loan collateralized by Glendale had
previously been extended with the existing lender until October 3, 1994. On
October 27, 1994, the joint venture which owns Glendale made a $4,300,000
principal payment to this lender, of which the Partnership's proportionate
share was $2,150,000. This principal payment, along with the payment of a
$50,000 fee, further extended the loan's maturity to November 30, 1994. The
joint venture has received a verbal commitment from a new lender for a
$17,000,000 loan. The joint venture is entitled to exercise one 2-month
extension of the maturity date to January 31, 1995 with the existing lender if
the new loan does not close by November 30, 1994, provided that the joint
venture pays an additional principal payment of $3,700,000 and a $50,000 fee.
The Partnership's 50% share of the $4,300,000 principal payment was funded by
working capital.
The General Partner had been engaged in discussions with the mortgage holder
regarding restructuring of the mortgage loan collateralized by Fashion Atrium.
The General Partner was unable to reach a mutual resolution regarding the
restructuring of the loan and as a result, in April 1994, the Partnership
received a notice of default from the mortgage holder. On August 25, 1994, FANY
Seventh Avenue Associates ("FANY") , the joint venture which owns Fashion
Atrium and in which the Partnership has a 50% interest, executed a Cash
Collateral Use Agreement with the mortgage holder. Upon execution of the
Agreement, FANY transferred accumulated cash flow through July 31, 1994 to a
safekeeping account under sole control of the mortgage holder. In addition, the
mortgage holder made a protective advance to FANY for the payment of accrued
real estate taxes plus penalties and interest. FANY is currently assisting in
the orderly conveyance of title of the property to the mortgage holder within
the context of a pre-packaged Chapter 11 bankruptcy case filed on October 14,
1994 in the United States Bankruptcy Court for the Southern District of New
York. A confirmation hearing on the pre-packaged plan is scheduled for November
22, 1994. It is anticipated that conveyance of title of the property will occur
pursuant to the terms and conditions of the confirmed plan prior to 1995. At
the point in time in which the conveyance of title occurs, the Partnership will
be relieved of its obligation under the mortgage loan.
Distributions to Limited Partners continue to be suspended to insure that the
required cash is available when needed to fund anticipated capital and tenant
improvements and potential mortgage principal paydowns. For the nine months
ended September 30, 1994, the entire Cash Flow amount of $245,700 was retained
to supplement working capital reserves. The General Partner views Cash Flow as
one of the Partnership's best and least expensive sources of cash. The General
Partner believes that the Partnership's current cash position along with any
additional amounts retained from future Cash Flow will be sufficient to cover
budgeted expenditures as well as any other liquidity requirements which may
reasonably be foreseen.
<PAGE>
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K:
- - ------- ---------------------------------
(a) Exhibits: None
(b) Reports on Form 8-K:
There were no reports filed on Form 8-K during the quarter ended
September 30, 1994.
<PAGE>
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.
FIRST CAPITAL INCOME PROPERTIES, LTD. - SERIES X
BY: FIRST CAPITAL FINANCIAL CORPORATION
GENERAL PARTNER
Date: November 11, 1994 By: /s/ DOUGLAS CROCKER II
----------------- --------------------------------------
DOUGLAS CROCKER II
President and Chief Executive Officer
Date: November 11, 1994 By: /s/ NORMAN M. FIELD
----------------- --------------------------------------
NORMAN M. FIELD
Vice President - Finance and Treasurer
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<CIK> 0000750301
<NAME> FIRST CAPITAL INCOME PROPERTIES, LTD.-SERIES X
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-END> SEP-30-1994
<CASH> 5,845,900
<SECURITIES> 0
<RECEIVABLES> 569,300
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 6,375,400
<PP&E> 48,767,100
<DEPRECIATION> 11,177,200
<TOTAL-ASSETS> 44,203,900
<CURRENT-LIABILITIES> 1,132,000
<BONDS> 27,179,300
<COMMON> 0
0
0
<OTHER-SE> 15,406,500
<TOTAL-LIABILITY-AND-EQUITY> 44,203,900
<SALES> 0
<TOTAL-REVENUES> 4,567,300
<CGS> 0
<TOTAL-COSTS> 2,857,200
<OTHER-EXPENSES> 135,600
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,304,400
<INCOME-PRETAX> (672,800)
<INCOME-TAX> 0
<INCOME-CONTINUING> (672,800)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (672,800)
<EPS-PRIMARY> (15.19)
<EPS-DILUTED> (15.19)
</TABLE>
