SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(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, 1995
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 0-7735
Century Properties Equity Partnership 72
(Exact name of Registrant as specified in its charter)
California 94-6294482
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
5665 Northside Drive N.W., Ste. 370, Atlanta, Georgia 30328
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code (404) 916-9090
N/A
Former name, former address and fiscal year, if changed since last report.
Indicate by check mark whether 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_____
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 12, 13, or 15(d) of the Securities Exchange Act of 1934
subsequent to the distribution of securities under a plan confirmed by a court.
Yes _____ No _____
APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding
of each of the issuer's classes of common stock, as of the latest practicable
date __________________.
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CENTURY PROPERTIES EQUITY PARTNERSHIP 72 - FORM 10-Q - JUNE 30, 1995
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
Consolidated Balance Sheets
June 30, December 31,
1995 1994
(Unaudited) (Audited)
Assets
Cash and cash equivalents $ 32,000 $ 63,000
Restricted cash 1,570,000 --
Due from affiliate 12,000 12,000
Notes receivable 94,000 98,000
Other assets -- 1,000
Real Estate:
Real estate -- 1,892,000
Accumulated depreciation -- (911,000)
------------ ------------
Real estate, net -- 981,000
Deferred costs, net -- 94,000
------------ ------------
Total assets $ 1,708,000 $ 1,249,000
============ ============
Liabilities and Partners' Equity
Due to affiliate $ 393,000 --
Notes payable 94,000 924,000
Accrued expenses and other liabilities 33,000 43,000
------------ ------------
Total liabilities 520,000 967,000
------------ ------------
Minority interest in joint venture -- 32,000
------------ ------------
Commitments and Contingencies
Partners' Equity:
General partner 324,000 230,000
Limited partners (14,205 units outstanding at
June 30, 1995 and December 31, 1994) 864,000 20,000
------------ ------------
Total partners' equity 1,188,000 250,000
------------ ------------
Total liabilities and partners' equity $ 1,708,000 $ 1,249,000
============ ============
See notes to consolidated financial statements.
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CENTURY PROPERTIES EQUITY PARTNERSHIP 72 - FORM 10-Q - JUNE 30, 1995
Consolidated Statements of Operations (Unaudited)
For the Six Months Ended
June 30, 1995 June 30, 1994
Revenues:
Rental $ 92,000 $ 89,000
Interest income 15,000 8,000
Gain on sale of property 1,682,000 --
----------- -----------
Total revenues 1,789,000 97,000
----------- -----------
Expenses:
Operating 56,000 148,000
Additional interest to affiliate 393,000 --
Interest 23,000 24,000
Depreciation 20,000 38,000
General and administrative 27,000 71,000
----------- -----------
Total expenses 519,000 281,000
----------- -----------
Income (loss) before minority interest in joint 1,270,000 (184,000)
venture's operations
Minority interest in joint venture's operations (332,000) 37,000
----------- -----------
Net income (loss) $ 938,000 $ (147,000)
=========== ===========
Net income (loss) per limited partnership unit $ 59 $ (9)
=========== ===========
See notes to consolidated financial statements.
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CENTURY PROPERTIES EQUITY PARTNERSHIP 72 - FORM 10-Q - JUNE 30, 1995
Consolidated Statements of Operations (Unaudited)
For the Three Months Ended
June 30, 1995 June 30, 1994
Revenues:
Rental $ -- $ 43,000
Interest income 15,000 1,000
----------- ------------
Total revenues 15,000 44,000
----------- ------------
Expenses:
Operating -- 112,000
Additional interest to affiliate 4,000 --
Interest -- 12,000
Depreciation -- 27,000
General and administrative 8,000 15,000
----------- ------------
Total expenses 12,000 166,000
----------- ------------
Income (loss) before minority interest in joint 3,000 (122,000)
venture's operations
Minority interest in joint venture's operations -- 30,000
----------- ------------
Net income (loss) $ 3,000 $ (92,000)
=========== ============
Net income (loss) per limited partnership unit $ -- $ (6)
=========== ============
See notes to consolidated financial statements.
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CENTURY PROPERTIES EQUITY PARTNERSHIP 72 - FORM 10-Q - JUNE 30, 1995
Consolidated Statements of Cash Flows (Unaudited)
For the Six Months Ended
June 30, 1995 June 30, 1994
Operating Activities:
Net income (loss) $ 938,000 $ (147,000)
Adjustments to reconcile net income (loss) to net
cash (used in) operating activities:
Depreciation and amortization 27,000 43,000
Minority interest in joint venture's operations 332,000 (37,000)
Gain on sale of property (1,682,000) --
Deferred costs paid -- (8,000)
Changes in operating assets and liabilities:
Other assets 1,000 --
Accrued expenses and other liabilities (10,000) 9,000
Due to affiliate 393,000 --
------------ ------------
Net cash (used in) operating activities (1,000) (140,000)
------------ ------------
Investing Activities:
Proceeds from sale of property 2,717,000 --
(Increase) in restricted cash (1,570,000) --
Additions to real estate -- (77,000)
------------ ------------
Net cash provided by (used in) investing activities 1,147,000 (77,000)
------------ ------------
Financing Activities:
Distribution to the joint venture partner (351,000) --
Satisfaction of notes payable (811,000) --
Contribution by the joint venture partner -- 38,000
Notes payable principal payments (15,000) (37,000)
------------ ------------
Net cash (used in) provided by financing activities (1,177,000) 1,000
------------ ------------
Decrease in Cash and Cash Equivalents (31,000) (216,000)
Cash and Cash Equivalents at Beginning of Period 63,000 442,000
------------ ------------
Cash and Cash Equivalents at End of Period $ 32,000 $ 226,000
============ ============
Supplemental Disclosure of Cash Flow Information:
Interest paid in cash during the period $ 29,000 $ 23,000
============ ============
See notes to consolidated financial statements.
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CENTURY PROPERTIES EQUITY PARTNERSHIP 72 - FORM 10-Q - JUNE 30, 1995
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. General
The accompanying consolidated financial statements, footnotes and
discussions should be read in conjunction with the consolidated financial
statements, related footnotes and discussions contained in the Partnership's
Annual Report for the year ended December 31, 1994.
The financial information contained herein is unaudited. In the opinion of
management, however, all adjustments necessary for a fair presentation of
such financial information have been included. All adjustments are of a
normal recurring nature, except as described in Note 3.
The results of operations for the six and three months ended June 30, 1995
and 1994 are not necessarily indicative of the results to be expected for
the full year.
2. Transactions with Related Parties
An affiliate of the Managing General Partner received reimbursements of
administrative expenses amounting to $5,000 and $26,000 during the six
months ended June 30, 1995 and 1994, respectively. These reimbursements are
included in general and administrative expenses.
3. Gain on Sale of Property
On March 31, 1995, the joint venture in which the Partnership had an 80%
interest sold the Santa Clara Industrial Buildings #1 and #3 for
$2,720,000. After satisfaction of existing loans totaling $811,000, payment
in the amount of $351,000 to the Partnership's joint venture partner for its
interest pursuant to the Joint Venture Agreement, and $4,000 in legal fees,
the Partnership received $1,555,000. The sale resulted in a gain of
$1,682,000. In accordance with the terms of its loan agreement with the
Preferred Partnership, the Partnership is required to distribute 25% of net
sales proceeds (including interest earned thereon through date of
distribution), equal to $393,000 in additional interest to the Preferred
Partnership. This additional interest is accrued at June 30, 1995. Pursuant
to the terms of the sale, the Partnership and its joint venture partner have
agreed to indemnify the purchaser against a breach of their representations
and warranties. Any claim for indemnification must be made prior to
December 15, 1995; if no claim is made, the indemnity obligation expires.
The net proceeds from the sale will be held by the Partnership until
December 15, 1995, at which time, if no claim is made, the Partnership will
be free to distribute the proceeds. Since this property was the remaining
asset of the Partnership, after all debt of the Partnership is satisfied and
sufficient reserves are established, the affairs of the Partnership will be
wound up, the partnership dissolved and any remaining proceeds (including
the net proceeds from the sale and interest earned thereon) will be
distributed to the partners.
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CENTURY PROPERTIES EQUITY PARTNERSHIP 72 - FORM 10-Q - JUNE 30, 1995
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations.
This item should be read in conjunction with the Consolidated Financial
Statements and other Items contained elsewhere in this Report.
Liquidity and Capital Resources
On March 31, 1995, the joint venture in which Registrant had an 80% interest
sold the Santa Clara Industrial Buildings #1 and #3 to an unaffiliated third
party for $2,720,000. Registrant's net proceeds from the sale of property after
satisfaction of outstanding loans of $811,000, distribution to its joint venture
partner pursuant to the Joint Venture Agreement of $351,000 and legal fees of
$4,000 was $1,555,000. Registrant's required payment to the Preferred
Partnership equal to 25 percent of its net proceeds (including interest earned
thereon through date of distribution) was accrued in the amount of $393,000.
The sale resulted in a gain of $1,682,000, of which $334,000 was allocated to
Registrant's joint venture partner. As described in Item 1, Note 3, the net
proceeds from the sale will be held by Registrant until December 15, 1995, at
which time, if no claim is made by the purchaser, Registrant will be free to
distribute the proceeds. Since this property was the remaining asset of
Registrant, after all debt of Registrant is satisfied and sufficient reserves
are established, the affairs of Registrant will be wound up, the partnership
dissolved and any remaining proceeds (including the net proceeds from the sale
and interest earned thereon) will be distributed to the partners.
The level of liquidity based upon cash and cash equivalents experienced a
$31,000 decrease at June 30, 1995, as compared to December 31, 1994.
Registrant's $1,177,000 of cash used in financing activities and $1,000 of net
cash used in operating activities were substantially offset by $1,147,000 of net
cash provided by investing activities. The joint venture received $2,717,000 in
proceeds from the sale of its remaining property, of which $811,000 was used to
satisfy the notes payable encumbering the property, $351,000 was distributed to
Registrant's joint venture partner, and $1,555,000 was distributed to
Registrant, which is being held as restricted cash, pursuant to the Purchase
Agreement. In addition, Registrant made $15,000 of notes payable principal
payments (financing activities).
To date, investors have received cash substantially in excess of their original
investment. Any additional return of cash is dependent upon the resolution of
claims, if any, for indemnification made by the purchaser of the Santa Clara
Industrial Buildings.
Results of Operations
Six Months Ended June 30, 1995 vs. June 30, 1994
Operating results improved by $1,454,000 prior to minority interest in joint
venture's operations, for the six months ended June 30, 1995, as compared to
1994, due to an increase in revenues of $1,692,000, which was only partially
offset by an increase in expenses of $238,000. Operating results improved due
to the $1,682,000 gain on sale of Registrant's joint venture property.
Three Months Ended June 30, 1995 vs. June 30, 1994
Operating results improved by $125,000 prior to minority interest in joint
venture operations for the three months ended June 30, 1995, as compared to
1994, due to a decrease in expenses of $154,000, which was slightly offset by a
decrease in revenues of $29,000. The joint venture, in which Registrant had an
80% interest, sold its remaining property on March 31, 1995.
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CENTURY PROPERTIES EQUITY PARTNERSHIP 72 - FORM 10-Q - JUNE 30, 1995
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations.
Properties
A description of the properties in which Registrant had an 80% ownership
interest during the period covered by this Report, along with occupancy data,
follows:
CENTURY PROPERTIES EQUITY PARTNERSHIP 72
OCCUPANCY SUMMARY
Average
Occupancy Rate (%)
-------------------------
Six Months Three Months
Ended Ended
Square Date of June 30, June 30,
Name and Location Footage Purchase 1995 1994 1995 1994
----------------- ------- -------- ---- ---- ---- ----
Santa Clara Industrial
Buildings #1 and #3 (1) 42,000 3/74 -- 57 -- 57
Santa Clara, California
(1) The buildings were sold on March 31, 1995.
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CENTURY PROPERTIES EQUITY PARTNERSHIP 72 - FORM 10-Q - JUNE 30, 1995
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(a) Reports on Form 8-K:
On April 15, 1995, a Current Report on Form 8-K was filed with the
Securities and Exchange Commission to disclose the sale of Santa Clara
Industrial Buildings #1 and #3.
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CENTURY PROPERTIES EQUITY PARTNERSHIP 72 - FORM 10-Q - JUNE 30, 1995
SIGNATURE
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 EQUITY PARTNERSHIP 72
By: FOX CAPITAL MANAGEMENT CORPORATION,
A General Partner
----------------------------------------
ARTHUR N. QUELER
Secretary/Treasurer and Director
(Principal Financial Officer)
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