<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 March 31, 1996
------------------------------------------------------
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 Certificate and 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>
March 31,
1996 December 31,
(Unaudited) 1995
- -----------------------------------------------------------------------------
<S> <C> <C>
ASSETS
Investment in commercial rental properties:
Land $ 3,928,400 $ 3,928,400
Buildings and improvements 20,752,800 20,551,600
- -----------------------------------------------------------------------------
24,681,200 24,480,000
Accumulated depreciation and amortization (7,242,100) (7,099,000)
- -----------------------------------------------------------------------------
Total investment properties, net of accumulated
depreciation and amortization 17,439,100 17,381,000
Cash and cash equivalents 2,269,100 2,464,100
Rents receivable 492,600 444,500
Escrow deposits 36,100 111,000
Other assets (primarily loan acquisition costs net
of accumulated amortization of $188,900 and
$179,000, respectively) 111,800 122,300
- -----------------------------------------------------------------------------
$20,348,700 $20,522,900
- -----------------------------------------------------------------------------
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Mortgage loans payable $11,628,100 $11,998,000
Accounts payable and accrued expenses 632,800 549,200
Due to Affiliates 45,500 30,500
Security deposits 18,700 18,500
Other liabilities 69,400 68,100
- -----------------------------------------------------------------------------
12,394,500 12,664,300
- -----------------------------------------------------------------------------
Partners' capital:
General Partner (deficit) (71,700) (72,700)
Limited Partners (43,861 Units issued and
outstanding) 8,025,900 7,931,300
- -----------------------------------------------------------------------------
7,954,200 7,858,600
- -----------------------------------------------------------------------------
$20,348,700 $20,522,900
- -----------------------------------------------------------------------------
</TABLE>
STATEMENTS OF PARTNERS' CAPITAL
For the quarter ended March 31, 1996 (Unaudited)
and the year ended December 31, 1995
(All dollars rounded to nearest 00s)
<TABLE>
<CAPTION>
General Limited
Partner Partners Total
- ------------------------------------------------------------------------------
<S> <C> <C> <C>
Partners' capital, January 1, 1995 0 $15,130,200 $15,130,200
Net (loss) for the year ended
December 31, 1995 (72,700) (7,198,900) (7,271,600)
- ------------------------------------------------------------------------------
Partners' (deficit) capital,
December 31, 1995 (72,700) 7,931,300 7,858,600
Net income for the quarter ended March 31,
1996 1,000 94,600 95,600
- ------------------------------------------------------------------------------
Partners' (deficit) capital,
March 31, 1996 (71,700) $8,025,900 $7,954,200
- ------------------------------------------------------------------------------
</TABLE>
The accompanying notes are an integral part of the financial statements.
2
<PAGE>
STATEMENTS OF INCOME AND EXPENSES
For the quarters ended March 31, 1996 and 1995
(Unaudited)
(All dollars rounded to nearest 00s
except per Unit amounts)
<TABLE>
<CAPTION>
1996 1995
- ---------------------------------------------------------------------------
<S> <C> <C>
Income:
Rental $1,044,900 $1,011,200
Interest 33,000 36,000
- ---------------------------------------------------------------------------
1,077,900 1,047,200
- ---------------------------------------------------------------------------
Expenses:
Interest 275,600 322,600
Depreciation and amortization 152,900 186,000
Property operating:
Affiliates 76,600 60,100
Nonaffiliates 203,400 203,900
Real estate taxes 117,900 128,300
Insurance--Affiliate 13,900 18,300
Repairs and maintenance 100,400 110,900
General and administrative:
Affiliates 9,000 20,500
Nonaffiliates 32,600 45,800
- ---------------------------------------------------------------------------
982,300 1,096,400
- ---------------------------------------------------------------------------
Net income (loss) $ 95,600 $ (49,200)
- ---------------------------------------------------------------------------
Net income (loss) allocated to General Partner $ 1,000 $ (500)
- ---------------------------------------------------------------------------
Net income (loss) allocated to Limited Partners $ 94,600 $ (48,700)
- ---------------------------------------------------------------------------
Net income (loss) allocated to Limited Partners per
Unit (43,861 Units outstanding) $ 2.16 $ (1.11)
- ---------------------------------------------------------------------------
</TABLE>
STATEMENTS OF CASH FLOWS
For the quarters ended March 31, 1996 and 1995
(Unaudited)
(All dollars rounded to nearest 00s)
<TABLE>
<CAPTION>
1996 1995
- ---------------------------------------------------------------------------------
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $ 95,600 $ (49,200)
Adjustments to reconcile net income (loss) to net cash
provided by operating activities:
Depreciation and amortization 152,900 186,000
Changes in assets and liabilities:
(Increase) in rents receivable (48,100) (156,800)
Decrease in restricted cash 37,500
Decrease in prepaid expenses 12,300
Decrease (increase) in other assets 700 (100)
Increase in accounts payable and accrued expenses 83,600 45,400
Increase in due to Affiliates 15,000 8,600
Increase in other liabilities 1,300 15,500
- ---------------------------------------------------------------------------------
Net cash provided by operating activities 301,000 99,200
- ---------------------------------------------------------------------------------
Cash flows from investing activities:
Payments for capital and tenant improvements (201,200) (155,900)
Decrease (increase) in escrow deposits 74,900 (20,500)
- ---------------------------------------------------------------------------------
Net cash (used for) investing activities (126,300) (176,400)
- ---------------------------------------------------------------------------------
Cash flows from financing activities:
Proceeds from issuance of mortgage loan payable 8,500,000
Repayment of mortgage loan payable (6,650,000)
Principal payments on mortgage loans payable (369,900) (120,800)
Loan acquisition costs incurred (38,400)
Increase in security deposits 200 1,600
- ---------------------------------------------------------------------------------
Net cash (used for) provided by financing activities (369,700) 1,692,400
- ---------------------------------------------------------------------------------
Net (decrease) increase in cash and cash equivalents (195,000) 1,615,200
Cash and cash equivalents at the beginning of the period 2,464,100 1,092,300
- ---------------------------------------------------------------------------------
Cash and cash equivalents at the end of the period $2,269,100 $2,707,500
- ---------------------------------------------------------------------------------
Supplemental information:
Interest paid during the period $ 254,400 $ 372,700
- ---------------------------------------------------------------------------------
</TABLE>
The accompanying notes are an integral part of the financial statements.
3
<PAGE>
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
March 31, 1996
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 filed with the Securities and
Exchange Commission on Form S-11. Definitions of these terms are contained in
Article III of the First Amended and Restated Certificate and Agreement of
Limited Partnership, which is included in the Registration Statement and
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.
Preparation of the Partnership's financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.
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 ended March 31, 1996 are not necessarily indicative of the
operating results for the year ending December 31, 1996.
The financial statements include the Partnership's 50% interest in one joint
venture and its 25% interest in another joint venture with Affiliated
partnerships. These joint ventures were formed for the purpose of each
acquiring a 100% interest in certain real property and are operated under the
common control of the General Partner. Accordingly, the Partnership's pro rata
share of the ventures' revenues, expenses, assets, liabilities and Partners'
capital was included in the financial statements.
Commercial rental properties held for investment are recorded at cost, net of
any provisions for value impairment, and depreciated (exclusive of amounts, if
any, allocated to land and value impairments) on the straight-line method over
their estimated useful lives. Upon classifying a commercial property as held
for disposition, no depreciation or amortization of such property is provided
in the Financial Statements. Lease acquistion fees are recorded at cost and
amortized over the life of the lease. Repair and maintenance costs are expensed
as incurred; expenditures for improvements are capitalized and depreciated over
the estimated life of the improvements.
Loan acquisition costs are amortized over the term of the mortgage loan made in
connection with the acquisition of Partnership properties or refinancing of
Partnership loans. When a property is disposed of or a loan is refinanced, the
related loan acquisition costs and accumulated amortization are removed from
the respective accounts and any unamortized balance is expensed.
During the first quarter of 1996 the Partnership adopted Financial Accounting
Standards Board Statement No. 121 "Accounting for the Impairment of Long-Lived
Assets and for Long-Lived Assets to be Disposed Of" (the "Standard"). The
Standard established guidance for determining if the value of defined assets
are impaired, and if so, how impairment losses should be measured and reported
in the financial statements. The Standard also addressed the accounting for
long-lived assets that are expected to be disposed of. The adoption of the
Standard did not have a material effect on the Partnership's financial
statements.
Cash equivalents are considered all highly liquid investments with an original
maturity of three months or less when purchased.
Certain reclassifications have been made to the previously reported 1995
statements in order to provide comparability with the 1996 statements. These
reclassifications had no effect on net income (loss) or Partners' (deficit)
capital.
Reference is made to the Partnership's annual report for the year ended
December 31, 1995 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 otherwise disclosed herein.
2. RELATED PARTY TRANSACTIONS:
In accordance with the Partnership Agreement, subsequent to September 24, 1985,
the Termination of the Offering, the General Partner is entitled to 10% of
distributable Cash Flow (as defined in the Partnership Agreement), as a
Partnership Management Fee. For the quarter ended March 31, 1996, in
conjunction with the suspension of distributions of Cash Flow (as defined in
the Partnership Agreement) to Limited Partners, the General Partner was not
paid a Partnership Management Fee.
In accordance with the Partnership Agreement, Net Profits (exclusive of Net
Profits from the sale or disposition of Partnership properties) are allocated
to the General Partner in an amount equal to the greater of 1% of such Net
Profits or the Partnership Management Fee paid by the Partnership to the
General Partner during such year, and the balance, if any, to the Limited
Partners. Net Losses (exclusive of Net Losses from the sale, disposition and
provision for value impairment of Partnership properties) are allocated 1% to
the General Partner and 99% to the Limited Partners. Net Profits from the sale
or disposition of a Partnership property are allocated: first, prior to giving
effect to any distribution of Sale or Refinancing Proceeds from the
transaction, to all Partners with negative balances in their Capital Accounts,
pro rata in proportion to such respective negative balances, to the extent of
the total of such negative balances; second, to the General Partner in an
amount necessary to make the positive balance in its Capital Account equal to
the amount of Sale or Refinancing Proceeds to be distributed to the General
Partner with respect to the sale or disposition of such property; and third,
the balance, if any, to the Limited Partners. Net Losses from the sale or
disposition of Partnership properties are 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
amount of such positive balances; and second, the balance, if any, 1% to the
General Partner and 99% to the Limited Partners. Notwithstanding anything to
the contrary, there shall be allocated to the General Partner not less than 1%
of all items of Partnership income, gain, loss, deduction and credit during the
existence of the Partnership. For the quarter ended March 31, 1996, the General
Partner was allocated Net Profits of $1,000.
Fees and reimbursements paid and payable by the Partnership to Affiliates
during the quarter ended March 31, 1996 were as follows:
<TABLE>
<CAPTION>
Paid Payable
- ----------------------------------------------------------------------
<S> <C> <C>
Property management and leasing fees $65,000 $18,300
Reimbursement of property insurance premiums, at cost None 13,900
Real estate commission (a) None 10,000
Reimbursement of expenses, at cost:
--Accounting 6,300 2,500
--Investor communication 1,600 800
--Legal 8,700 None
--Other 2,900 None
- ----------------------------------------------------------------------
$84,500 $45,500
- ----------------------------------------------------------------------
</TABLE>
(a) As of March 31, 1996, the Partnership owed $10,000 to the General Partner
for a real estate commission earned in connection with the sale of a
Partnership property. This commission has been accrued but not paid. In
accordance with the Partnership Agreement, the Partnership shall not pay
the General Partner or any affiliate a real estate commission from the sale
of a Partnership property until 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 (as defined in the Partnership Agreement) which has been distributed
to the Limited Partners from the initial investment date) of 6% simple
interest per annum on their Capital Investment from the initial investment
date.
3. MORTGAGE LOANS PAYABLE:
Mortgage loans payable at March 31, 1996 and December 31, 1995 consisted of the
following non-recourse loans:
<TABLE>
<CAPTION>
Partnership's Share of
Principal Balance at Average
----------------------- Interest Maturity
Property Pledged as Collateral 3/31/96 12/31/95 Rate Date
- --------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Glendale Center Shopping Mall (50%) $ 7,723,600 $ 8,039,400 10%(a) 1/1/99
Regency Park Shopping Center (25%) 3,904,500 3,958,600 (b) (b)
- --------------------------------------------------------------------------------
$11,628,100 $11,998,000
- --------------------------------------------------------------------------------
</TABLE>
(a) This interest rate represents the weighted average for the quarter ended
March 31, 1996. This interest rate is subject to change in accordance with
the provisions of the loan agreement. As of March 31, 1996, the interest
rate on this loan was 9.84%.
(b) The joint venture which owns Regency, in which the Partnership has a 25%
interest, is in default under the terms of the mortgage loan which matured
on January 1, 1996. The General Partner is negotiating an extension of the
maturity date of the mortgage loan. If consummated, the agreement for such
extension of the loan may include a change in interest rate, modified
payment terms and other provisions that did not exist in the matured loan.
Since January 1, 1996, the Partnership has continued to make debt service
payments to the lender, based on an interim understanding between the
mortgage lender and the Partnership. There can be no assurance that the
Partnership and mortgage lender will consummate an extension of this loan.
For additional information regarding the mortgage loans payable, see Notes to
the Financial Statements in the Partnership's annual report for the year ended
December 31, 1995.
4
<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, 1995, for a discussion of the Partnership's business.
OPERATIONS
The table below is a recap of the Partnership's share of certain operating
results of each of its remaining properties for the quarters ended March 31,
1996 and 1995. The discussion following the table should be read in
conjunction with the Financial Statements and Notes thereto appearing in this
report.
<TABLE>
<CAPTION>
Comparative
Operating Results (a)
For the Quarters Ended
3/31/96 3/31/95
- ----------------------------------------------
<S> <C> <C>
GLENDALE CENTER SHOPPING MALL (50%)
Rental revenues $ 895,400 $ 863,100
- ----------------------------------------------
Property net income $ 109,500 $ 1,700
- ----------------------------------------------
Average occupancy 91% 92%
- ----------------------------------------------
REGENCY PARK SHOPPING CENTER (25%)
Rental revenues $ 149,400 $ 148,100
- ----------------------------------------------
Property net (loss) $ (5,200) $ (18,900)
- ----------------------------------------------
Average occupancy 87% 88%
- ----------------------------------------------
</TABLE>
(a) Excludes certain income and expense items which are either not directly
related to individual property operating results such as interest income
and general and administrative expenses or are related to properties
previously owned by the Partnership.
Net income for the Partnership for the quarter ended March 31, 1996 improved
$144,800 when compared to the quarter ended March 31, 1995. The increase was
primarily due to higher net income at Glendale Center Shopping Mall
("Glendale") and Regency Park Shopping Center ("Regency") of $107,800 and
$13,700, respectively. In addition, general and administrative expenses
decreased $24,700 primarily due to a decrease in legal fees.
Rental revenues increased $33,700 or 3.3% for the quarter ended March 31, 1996
when compared to the quarter ended March 31, 1995. This increase was primarily
due to increased base rents and tenant expense reimbursements for common area
expenses at Glendale.
Interest expense decreased $47,000 for the quarterly periods under comparison.
The primary reason for the decrease was a reduction in principal outstanding
on the Glendale and Regency loans, which was the result of principal payments
made during the past year.
Repairs and maintenance expense decreased $10,500 for the quarter ended March
31, 1996 when compared to the quarter ended March 31, 1995. The decrease was
primarily due to a decrease in the costs associated with the energy plant at
Glendale of $7,400 and a decrease of $1,600 at Regency for costs associated
with improving the appearance of the property.
Real estate tax expense decreased $10,400 for the quarterly periods under
comparison. The decrease was primarily the result of a decrease in the
assessed value of Glendale.
Insurance expense decreased $4,400 for the quarter ended March 31, 1996 when
compared to the quarter ended March 31, 1995. The decrease was primarily due
to lower group rates on the Partnership's combined insurance coverage as a
result of a minimal amount of claims made over the past several years.
Property operating expense increased $16,000 for the quarter
ended March 31, 1996 when compared to the quarter ended March 31, 1995. The
increase was primarily the result of: 1) increases totaling $15,900 in
professional and management fees at Glendale and Regency, 2) an increase of
$12,300 in utility costs at Glendale and 3) an increase of $5,800 due to the
settlement of an outstanding sales and use tax audit at Regency. Partially
offsetting the increase was a decrease in advertising and promotional costs of
$16,100 and in salaries paid to on-site management of $4,600 at Glendale.
To increase and/or maintain occupancy levels at the Partnership's properties,
the General Partner, through its Affiliated asset and property management
groups, continues to take the following actions: 1) implementation of
marketing programs, including hiring of third-party leasing agents or
providing on-site leasing personnel, advertising, direct mail campaigns and
development of building brochures; 2) promotion of local broker events and
networking with local brokers; 3) networking with national level retailers; 4)
cold-calling other businesses and tenants in the market area and 5) providing
rental concessions or competitively pricing rental rates depending on market
conditions.
LIQUIDITY AND CAPITAL RESOURCES
One of the Partnership's objectives is to dispose of its properties when
market conditions allow for the achievement of the maximum possible sales
price. In the interim, the Partnership continues to manage and maintain its
remaining properties. Cash Flow (as defined in the Partnership Agreement) is
generally not equal to Partnership net income or cash flows as defined by
generally accepted accounting
principles ("GAAP"), since certain items are treated differently
under the Partnership Agreement than under GAAP. Management believes that 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 GAAP. The following table includes a reconciliation
of Cash Flow (as defined in the Partnership Agreement) to
cash flow provided by operating activities as defined by GAAP.
Such amounts are not indicative of actual distributions to Partners and should
not neccessarily be considered as an alternative to the results disclosed in
the Statements of Income and Expenses and Statements of Cash Flows.
<TABLE>
<CAPTION>
Comparative
Cash Flow Results
For the Quarters
Ended
3/31/96 3/31/95
- ----------------------------------------------------------------------------
<S> <C> <C>
Cash Flow (deficit) (as defined in the Partnership
Agreement) $ (81,500) $ 16,000
Items of reconciliation:
Principal payments on mortgage loans payable 330,000 120,800
(Increase) in current assets (47,400) (107,100)
Increase in current liabilities 99,900 69,500
- ----------------------------------------------------------------------------
Net cash provided by operating activities $ 301,000 $ 99,200
- ----------------------------------------------------------------------------
Net cash (used for) investing activities $(126,300) $ (176,400)
- ----------------------------------------------------------------------------
Net cash (used for) provided by financing activities $(369,700) $1,692,400
- ----------------------------------------------------------------------------
</TABLE>
5
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
The decrease in Cash Flow (as defined in the Partnership Agreement) of $137,400
for the quarter ended March 31, 1996 when compared to quarter ended March 31,
1995 was primarily due to an increase in scheduled debt service payments on the
mortgage loans collateralized by Glendale and Regency, partially offset by an
increase in net income, as previously discussed, exclusive of depreciation and
amortization.
The decrease in the Partnership's cash position of $195,000 as of March 31,
1996 when compared to December 31, 1995 was primarily the result of an annual
cash flow principal payment on the Glendale mortgage loan in the amount of
$193,500.
The increase in net cash provided by operating activities of $201,800 for the
quarter ended March 31, 1996 when compared to the quarter ended March 31, 1995
was primarily the result of the increase in net income due to improved
operating results at Glendale and Regency, as previously discussed, and the
timing of the payment of certain Partnership expenses and the collection of
tenant's rental payments.
The decrease in net cash (used for) investing activities of $50,100 for the
quarter ended March 31, 1996 when compared to the quarter ended March 31, 1995
was due to the 1996 release of $55,000 for the replacement of a chiller at
Glendale partially offset by an increase in expenditures for capital, tenant
improvement and leasing costs at the Partnership's properties. The Partnership
maintains working capital reserves to pay for capital expenditures such as
building and tenant improvements and leasing costs. During the quarter ended
March 31, 1996, the Partnership spent $201,200 for building and tenant
improvements and leasing costs and has budgeted to spend approximately $265,000
during the remainder of 1996. Of the remaining budgeted amount, approximately
$210,000 relates to anticipated capital and tenant improvements and leasing
costs expected to be incurred at Glendale. The General Partner believes these
expenditures are necessary in order to increase and/or maintain occupancy
levels and to maximize rental rates charged to new and renewing tenants.
Net cash provided by (used for) financing activities changed from $1,692,400
for the quarter ended March 31, 1995 to $(369,700) for the quarter ended March
31, 1996. This change was due primarily to the net proceeds received in 1995
from the refinancing of the mortgage loan collateralized by Glendale and to a
lesser extent due to increased principal payments made during 1996 on the
Glendale loan.
The joint venture which owns Regency, in which the Partnership has a 25%
interest, is in default under the terms of the mortgage loan which matured on
January 1, 1996. The General Partner is negotiating an extension of the
maturity date of the mortgage loan. If consummated, the agreement for such
extension of the loan may include a change in interest rate, modified payment
terms and other provisions that did not exist in the matured loan. Since
January 1, 1996, the Partnership has continued to make debt service payments to
the lender, based on an interim understanding between the mortgage lender and
the Partnership. There can be no assurance that the Partnership and mortgage
lender will consummate an extension of this loan.
The mortgage loan collateralized by Glendale contains provisions that require
that a portion of the cash generated by Glendale be utilized to reduce the
outstanding mortgage balance.
As a result of the mortgage loan issues discussed above, combined with cash
required to fund anticipated capital, tenant improvement and leasing costs to
be made at the Partnership's properties, the General Partner believes that it
is in the best interest of the Partnership to retain all cash available.
Accordingly, distributions to Limited Partners continue to be suspended. The
amount of future distributions to Partners will ultimately be dependent upon
the performance of the Partnership's investments as well as the General
Partner's determination of the amount of cash necessary to supplement working
capital reserves to meet future liquidity requirements of the Patnership. There
can be no assurance as to the amount and/or availability of cash for future
distributions to Partners.
Based upon the current estimated value of its assets, net of its outstanding
liabilities, together with its expected operating results and capital
expenditure requirements, the General Partner believes that the Partnership's
cumulative distributions to its Limited Partners from inception through the
termination of the Partnership will be substantially less than such Limited
Partners' original Capital Investment.
6
<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
March 31, 1996.
<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: May 13, 1996 By: /s/ DOUGLAS CROCKER II
------------ --------------------------------------
DOUGLAS CROCKER II
President and Chief Executive Officer
Date: May 13, 1996 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.
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 2,269,100
<SECURITIES> 0
<RECEIVABLES> 492,600
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 2,797,800
<PP&E> 24,681,200
<DEPRECIATION> 7,242,100
<TOTAL-ASSETS> 20,348,700
<CURRENT-LIABILITIES> 687,000
<BONDS> 11,628,100
<COMMON> 0
0
0
<OTHER-SE> 7,954,200
<TOTAL-LIABILITY-AND-EQUITY> 20,348,700
<SALES> 0
<TOTAL-REVENUES> 1,077,900
<CGS> 0
<TOTAL-COSTS> 512,200
<OTHER-EXPENSES> 41,600
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 275,600
<INCOME-PRETAX> 95,600
<INCOME-TAX> 0
<INCOME-CONTINUING> 95,600
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 95,600
<EPS-PRIMARY> 2.16
<EPS-DILUTED> 2.16
</TABLE>
