UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
[X] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For The Fiscal Year Ended December 31, 2000
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Commission file #0-16790
Inland's Monthly Income Fund, L.P.
(Exact name of registrant as specified in its charter)
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Delaware |
36-3525989 |
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(State of organization) |
(I.R.S. Employer Identification Number) |
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2901 Butterfield Road, Oak Brook, Illinois |
60523 |
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(Address of principal executive office) |
(Zip Code) |
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Registrant's telephone number, including area code: |
630-218-8000 |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class: |
Name of each exchange on which registered: |
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None |
None |
Securities registered pursuant to Section 12(g) of the Act:
LIMITED PARTNERSHIP UNITS
(Title of class)
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
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X]
State the aggregate market value of the voting stock held by nonaffiliates of the registrant. Not applicable.
The Prospectus of the Registrant dated August 3, 1987 as supplemented and filed pursuant to Rule 424(b) and 424(c) under the Securities Act of 1933 is incorporated by reference in Parts I, II and III of this Annual Report on Form 10-K.
INLAND'S MONTHLY INCOME FUND, L.P.
(a limited partnership)
TABLE OF CONTENTS
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Part I |
Page |
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Item 1. |
Business |
3 |
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Item 2. |
Properties |
5 |
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Item 3. |
Legal Proceedings |
7 |
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Item 4. |
Submission of Matters to a Vote of Security Holders |
7 |
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Part II |
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Item 5. |
Market for the Partnership's Limited Partnership Units and Related Security Holder Matters |
7 |
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Item 6. |
Selected Financial Data |
8 |
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Item 7. |
Management's Discussion and Analysis of Financial Condition and Results of Operations |
9 |
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Item 7(a) |
Quantitative and Qualitative Disclosures About Market Risk |
11 |
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Item 8. |
Financial Statements and Supplementary Data |
12 |
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Item 9. |
Changes in and Disagreements with Independent Auditors on Accounting and Financial Disclosure |
31 |
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Part III |
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Item 10. |
Directors and Executive Officers of the Registrant |
31 |
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Item 11. |
Executive Compensation |
35 |
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Item 12. |
Security Ownership of Certain Beneficial Owners and Management |
36 |
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Item 13. |
Certain Relationships and Related Transactions |
36 |
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Part IV |
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Item 14. |
Exhibits, Financial Statement Schedules, and Reports on Form 8-K |
37 |
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SIGNATURES |
38 |
PART I
Item 1. Business
The Registrant, Inland's Monthly Income Fund, L.P. (the "Partnership"), was formed on March 26, 1987 pursuant to the Delaware Revised Uniform Limited Partnership Act, to invest in improved residential, retail, industrial and other income producing properties. On August 3, 1987, the Partnership commenced an Offering of 50,000 (subject to an increase up to 60,000) Limited Partnership Units ("Units") pursuant to a Registration Statement on Form S-11 under the Securities Act of 1933. The Offering terminated on August 3, 1988, with total sales of 59,999 Units at $500 per Unit, resulting in gross offering proceeds of $29,999,500, not including the General Partner's contribution of $500. All of the holders of these Units were admitted to the Partnership. Inland Real Estate Investment Corporation is the General Partner. The Partnership acquired seven properties utilizing $25,831,542 of capital proceeds collected. The Limited Partners of the Partnership share in the benefits of ownership of the Partnership's real property investments in proportion to the number of Units held. The Partnership repurchased 713 Units for $356,676 from various Limited Partners through the Unit Repurchase Program. There are no funds remaining for the repurchase of Units through this program.
The Partnership is engaged in the business of real estate investment which management considers being a single operating segment. A presentation of information about operating segments would not be material to an understanding of the Partnership's business taken as a whole.
The Partnership acquired fee ownership of the following real property investments:
|
Property and Location (a) |
Square Feet |
Date of Purchase |
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McHenry Plaza (c) |
56,643 |
10/19/87 |
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Shopping Center |
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(sold 7/19/00) |
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McHenry, Illinois |
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Douglas Nursing Home |
65,661 |
01/13/88 |
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Living and Retirement Center |
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Mattoon, Illinois |
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Hillside Nursing Home (c) |
21,565 |
01/29/88 |
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Living Center |
(1 of 3 adj. lots |
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Yorkville, Illinois |
sold 09/12/97) |
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Scandinavian Health Spa, Inc. |
26,040 |
04/20/88 |
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Health and Tennis Club |
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Westlake, Ohio |
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Schaumburg Terrace (c) |
186,720 |
06/24/88 |
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Condominiums Complex |
(228 Units) |
(sold during |
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Schaumburg, Illinois |
1994 & 1995) |
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Wal-Mart - Duncan (b) |
68,907 |
08/05/88 |
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Department Store |
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Duncan, Oklahoma |
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Wal-Mart - Rantoul (c) |
65,930 |
08/05/88 |
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Department Store |
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(sold 11/17/00) |
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Rantoul, Illinois |
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The Partnership's real property investments are subject to competition from similar types of properties in the vicinity in which each is located. Approximate occupancy levels for the properties are set forth on a year-end basis in the table in Item 2 below to which reference is hereby made. The Partnership's real property investments are located in Illinois, Ohio and Oklahoma. The Partnership has no real property investments located outside the United States. The Partnership does not segregate revenues or assets by geographic region, and such a presentation would not be material to an understanding of the Partnership's business taken as a whole.
The Partnership currently has significant net operating leases with Elite Care Corporation ("Elite") for the Douglas Nursing Home and the Hillside Nursing Home, Scandinavian Health Spa, Inc. for the Scandinavian Health Club and Wal-Mart Stores, Inc. for the Rantoul and Duncan Wal-Mart. Revenues from these leases represent approximately 38%, 15% and 18%, respectively, of the Partnership's income for the year ended December 31, 2000, approximately 29%, 13% and 18%, respectively of the Partnerships income for the year ended December 31, 1999, and approximately 28%, 13% and 18%, respectively, of the Partnership's income for the year ended December 31, 1998. On November 17, 2000 the Partnership sold the Rantoul Wal-Mart. As of September 2000, the Duncan Wal-Mart store was vacated by the lessee, however the lessee continues to pay rent under a guarantee of the lease.
As part of their original leases, which expired January 31, 2001, Elite was granted a deferral of the first two months rent for a period of ten years. This deferred rent was to be paid February 2001. As of March 28, 2001, deferred rent totaling $121,645 had not been received. Elite has requested an additional one year deferral of this amount. The General Partner continues to negotiate with the tenant.
The Partnership also competes with many other entities engaged in real estate investment activities in the disposition of property. The ability to locate purchasers for the properties will depend primarily on the operations of the properties and the desirability of the locations of the operating properties.
The Partnership had no employees during 2000.
The terms of transactions between the Partnership and Affiliates of the General Partner of the Partnership are set forth in Item 11 below and Note 3 of the Notes to Financial Statements (Item 8 of this Annual Report) to which reference is hereby made for a description of such terms and transactions.
Item 2. Properties
The Partnership owns directly the properties referred to under Item 1 above and in Note 4 of the Notes to Financial Statements (Item 8 of this Annual Report) to which reference is hereby made for a description of said properties.
The following is a list of approximate occupancy levels for the Partnership's Investment properties as of the end of each of the last five years. N/A indicates the property was not owned at the end of the year.
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2000 |
1999 |
1998 |
1997 |
1996 |
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McHenry Plaza |
N/A |
89% |
79% |
68% |
69% |
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McHenry, Illinois |
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Douglas Nursing Home |
100% |
100% |
100% |
100% |
100% |
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Mattoon, Illinois |
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Hillside Nursing Home |
100% |
100% |
100% |
100% |
100% |
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Yorkville, Illinois |
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Scandinavian Health |
100% |
100% |
100% |
100% |
100% |
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Westlake, Ohio |
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Wal-Mart - Duncan |
100% |
100% |
100% |
100% |
100% |
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Duncan, Oklahoma |
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Wal-Mart - Rantoul |
N/A |
100% |
100% |
100% |
100% |
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Rantoul, Illinois |
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The following is a list of average effective annual rents per square foot for the Partnership's investment properties for each of the last five years:
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2000 |
1999 |
1998 |
1997 |
1996 |
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McHenry Plaza |
$ |
N/A |
7.10 |
6.90 |
5.40 |
5.22 |
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McHenry, Illinois |
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Douglas Nursing Home |
7.10 |
6.94 |
6.79 |
6.46 |
6.46 |
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Mattoon, Illinois |
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Hillside Nursing Home |
19.33 |
18.90 |
18.50 |
17.59 |
17.59 |
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Yorkville, Illinois |
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Scandinavian Health |
13.79 |
13.79 |
13.79 |
13.79 |
13.79 |
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Westlake, Ohio |
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Wal-Mart - Duncan |
3.87 |
3.87 |
3.83 |
3.90 |
3.90 |
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Duncan, Oklahoma |
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Wal-Mart - Rantoul |
N/A |
3.53 |
3.49 |
3.57 |
3.57 |
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Rantoul, Illinois |
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The following tables set forth certain information with respect to the amount and expiration of leases for the Partnership's investment properties:
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Square Feet |
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Renewal |
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Current |
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Rent Per |
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Lessee |
Leased |
Lease Ends |
Options |
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Annual Rent |
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Square Foot |
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Scandinavian Health Spa |
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Scandinavian Health Spa, Inc |
26,040 |
12/2004 |
2/5 years |
$ |
359,094 |
$ |
13.79 |
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Douglas Living Center |
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Elite |
65,661 |
1/2006 |
1/5 years |
466,148 |
7.10 |
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Hillside Living Center |
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Elite |
21,565 |
1/2006 |
1/5 years |
417,000 |
19.33 |
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Duncan Wal-Mart |
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Wal-mart Stores, Inc. |
68,907 |
1/2014 |
5/5 years |
266,440 |
3.87 |
|
Year Ending |
Number of Leases |
Approx. Gross Leasable Area ("GLA") of Expiring Leases |
Annual Base Rent of Expiring |
Total Annual Base |
Annual Base Rent Per Sq. Ft. Under Expiring |
% of Total GLA Represented By Expiring |
% of Annual Base Rent Represented By Expiring |
|
Dec 31, |
Expiring |
(square feet) |
Leases ($) |
Rent(1) ($) |
Leases ($) |
Leases |
Leases |
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2001 |
- |
- |
- |
1,528,755 |
- |
- |
- |
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2002 |
- |
- |
- |
1,550,652 |
- |
- |
- |
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2003 |
- |
- |
- |
1,572,548 |
- |
- |
- |
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2004 |
1 |
26,040 |
359,094 |
1,594,444 |
13.79 |
14.29 |
22.52 |
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2005 |
- |
- |
- |
1,257,246 |
- |
- |
- |
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2006 |
2 |
87,226 |
992,631 |
1,259,071 |
11.38 |
55.87 |
78.84 |
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2007 |
- |
- |
- |
266,440 |
- |
- |
- |
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2008 |
- |
- |
- |
273,272 |
- |
- |
- |
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2009 |
- |
- |
- |
286,935 |
- |
- |
- |
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2010 |
- |
- |
- |
286,935 |
- |
- |
- |
(1) No assumptions have been made regarding the releasing of expired leases. It is the opinion of the General Partner that the space will be released at market rates.
Item 3. Legal Proceedings
The Partnership was not subject to any material pending legal proceedings.
Item 4. Submission of Matters to a Vote of Security Holders
There were no matters submitted to a vote of security holders during 2000.
PART II
Item 5. Market for the Partnership's Limited Partnership Units and Related Security Holder Matters
As of December 31, 2000, there were 2,025 holders of Units of the Partnership. There is no public market for Units nor is it anticipated that any public market for Units will develop. Reference is made to Item 6 below for a discussion of cash distributions made to the Limited Partners.
Although the Partnership had established a Unit Repurchase Program, there are no funds remaining for the repurchase of Units through this program.
Item 6. Selected Financial Data
INLAND'S MONTHLY INCOME FUND, L.P.
(a limited partnership)
For the years ended December 31, 2000, 1999, 1998, 1997 and 1996
(not covered by Independent Auditors' Report)
|
|
|
2000 |
1999 |
1998 |
1997 |
1996 |
|
|
|
|
|
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Total assets |
$ |
13,169,986 |
20,543,158 |
22,106,568 |
23,610,290 |
24,276,313 |
|
|
|
|
|
|
|
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Long-term debt, less current portion |
$ |
1,515,000 |
2,500,000 |
1,444,498 |
1,489,207 |
1,529,779 |
|
|
|
|
|
|
|
|
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Total income |
$ |
2,331,907 |
2,710,052 |
2,866,795 |
2,818,725 |
2,766,451 |
|
|
|
|
|
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Net income |
$ |
3,478,933 |
2,161,095 |
2,035,534 |
2,038,928 |
1,869,732 |
|
|
|
|
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Net income per the one General Partner Unit |
$ |
- |
- |
- |
- |
- |
|
|
|
|
|
|
|
|
|
Net income allocated per Limited Partnership Unit (b) |
$ |
58.68 |
36.45 |
34.33 |
34.39 |
31.54 |
|
|
|
|
|
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|
|
|
Distributions to Limited Partners (c) |
$ |
9,251,985 |
4,262,501 |
3,327,626 |
2,416,710 |
2,347,018 |
|
|
|
|
|
|
|
|
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Distributions to Limited Partners per Unit (b) |
$ |
156.06 |
71.90 |
56.13 |
40.76 |
39.59 |
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
Certain statements in this "Management's Discussion and Analysis of Financial Condition and Results of Operations" and elsewhere in this annual report on Form 10-K constitute "forward-looking statements" within the meaning of the Federal Private Securities Litigation Reform Act of 1995. These forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the Partnership's actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by these forward-looking statements. These factors include, among other things, competition for tenants; federal, state, or local regulations; adverse changes in general economic or local conditions; uninsured losses; and potential conflicts of interest between the Partnership and its Affiliates, including the General Partner.
Liquidity and Capital Resources
On August 3, 1987, the Partnership commenced an Offering of 50,000 (increased to 60,000) Limited Partnership Units pursuant to a Registration Statement on Form S-11 under the Securities Act of 1933. The Offering terminated on August 3, 1988, with total sales of 59,999 Units at $500 per Unit, resulting in gross offering proceeds of $29,999,500, not including the General Partner's contribution of $500. All of the holders of these Units have been admitted to the Partnership. The Partnership acquired seven properties utilizing $25,831,542 of capital proceeds collected. During 1994 and 1995, the Partnership sold the thirty-eight six-unit condominium buildings comprising the Schaumburg Terrace condominium complex. Also, the Partnership sold one of the three lots adjacent to the Hillside Living Center during September 1997. In 2000, the Partnership sold McHenry Plaza and the Rantoul Wal-Mart. As of December 31, 2000, cumulative distributions to Limited Partners totaled $40,432,958, including $2,095,863 of Supplemental Capital Contributions from the General Partner, which represents distributable cash flow from the properties. The Partnership repurchased 713 Units for $356,676 from various Limited Partners through the Unit Repurchase Program. There are no funds remaining for the repurchase of Units through this program.
As of December 31, 2000, the Partnership had cash and cash equivalents of $836,505, which includes approximately $125,000 for the payment of real estate taxes for Douglas and Hillside Living Centers. During 2000, the Partnership received prepayments on eight of the thirty-two mortgage loans receivable on the six-unit condominium buildings comprising the Schaumburg Terrace condominium complex. Repayment proceeds from these prepayments and monthly amortization totaled $2,060,693. A portion of these repayment proceeds were included in the distributions to the limited partners in 2000. The Partnership intends to use the remaining funds for future distributions and for working capital requirements.
The properties owned by the Partnership, along with the interest received on the Schaumburg Terrace mortgage receivables, are generating sufficient cash flow to meet the 8% annualized distributions to the Limited Partners (paid monthly), in addition to covering all the operating expenses of the Partnership. To the extent that the cash flow is insufficient to meet the Partnership's needs, the Partnership may rely on Supplemental Capital Contributions from the General Partner, advances from Affiliates of the General Partner, other short-term financing, or may sell one or more of the properties.
On April 30, 1999, the Partnership refinanced the original $1,700,000 loan collateralized by the Rantoul Wal-Mart. The replacement loan was for $2,500,000 and was collateralized by the Rantoul Wal-Mart and the Duncan Wal-Mart. Due to the sale of the Rantoul Wal-Mart, $985,000 was repaid. The replacement loan bears an interest rate of 6.97% as compared to the interest rate of 9.75% on the original loan. The replacement loan requires monthly interest only payments and matures on April 30, 2004. The Partnership distributed excess refinancing proceeds to the limited partners on June 10, 1999.
Results of Operations
As of December 31, 2000, the Partnership owns four operating properties. All of these properties were leased on a "triple-net" basis which means that all expenses of the property are passed through to the tenant. During 1994 and 1995, the Partnership sold the thirty-eight six-unit condominium buildings comprising the Schaumburg Terrace condominium complex. Also, the Partnership sold one of the three lots adjacent to the Hillside Living Center during September 1997. In 2000, the Partnership sold McHenry Plaza and the Rantoul Wal-Mart.
During January 2000, the leases with Elite were amended and extended for terms of five years each. As part of the lease extension on the Douglas Living and Retirement Center, Elite requested that they be released from the management of the 35-unit retirement apartment center. As Elite did not request any additional consideration, such as a rent reduction, the Partnership agreed and took over management of the apartments in May 2000. The Partnership is marketing the apartment center for sale but has received no viable offers.
The gain on the sale of investment property recorded for the years ended December 31, 2000, 1999 and 1998 is the result of deferred gain from the Schaumburg Terrace condominium sales being recognized as cash is received on the related financing extended by the Partnership to the individual purchasers. The gain on the sale of investment property for the year ended December 31, 2000 is also due to the sale of McHenry Plaza and the Rantoul Wal-Mart. The Partnership recognized gains on the sales of these properties of $912,511 and $794,026, respectively. Reference is made to Note 5 of the Notes to Financial Statements (Item 8 of this Annual Report) for a description of the sale of Partnership's investment property.
Rental income decreased for the year ended December 31, 2000, as compared to the year ended December 31, 1999, due to the sale of McHenry Plaza in July, 2000 and the sale of the Rantoul Wal-Mart in November, 2000. Rental income decreased for the year ended December 31, 1999, as compared to the year ended December 31, 1998, due to lower occupancy levels in the first quarter of 1999 at McHenry Plaza and renegotiated monthly rental payments for lesser amounts in the first half of the year. Rental income for the Partnership increased for the year ended December 31, 1998, as compared to the year ended December 31, 1997, due to the occupancy increase at McHenry Shopping Plaza. As of December 31, 1999, approximately 6,159 square feet representing 11% of the total space at the center remains to be leased.
Interest income decreased for the year ended December 31, 1999, as compared to the year ended December 31, 1998, due to a decrease in interest income on third party mortgages, as a result of prepayments of mortgage loans receivable and due to a decrease in investment income, as less funds were available for investing since the $2,100,000 return of capital distribution on June 10, 1999. Interest income decreased for the year ended December 31, 2000, as compared to the year ended December 31, 1999, due to a decrease in interest income on third party mortgages, as a result of prepayments of mortgage loans receivable and due to a decrease in investment income due to distributing the repayment and sale proceeds throughout 2000 shortly after their receipt.
Professional services to Affiliates increased for the year ended December 31, 2000, as compared to the year ended December 31, 1999, due to an increase in accounting fees paid to Affiliates. Professional services to Affiliates decreased for the year ended December 31, 1999, as compared to the year ended December 31, 1998, due to a decrease in accounting fees paid to Affiliates. Professional services to non-affiliates increased for the year ended December 31, 1999, as compared to the year ended December 31, 1998, due to an increase in legal services relating to the refinancing of the long-term debt and an increase in accounting fees paid to non-affiliates.
General and administrative expenses to Affiliates increased for the year ended December 31, 2000, as compared to the year ended December 31, 1999, due to an increase in investor services. General and administrative expenses to Affiliates increased for the year ended December 31, 1999, as compared to the year ended December 31, 1998, due to an increase in data processing services. General and administrative expenses to non-affiliates increased for the year ended December 31, 1999, as compared to the year ended December 31, 1998, due to an increase in state taxes paid.
Property operating expenses to non-affiliates increased for the years ended December 31, 2000 and 1999, as compared to the year ended December 31, 1998, due to increases in repairs and maintenance and grounds maintenance for McHenry Plaza Shopping Center and additional expenses relating to the management of the Douglas apartment center.
Selected Quarterly Financial Data (unaudited)
The following represents the results of operations for each quarter during the years ended December 31, 2000 and 1999.
|
|
|
2000 |
|||
|
|
|
12/31 |
09/30 |
06/30 |
03/31 |
|
Total income |
$ |
507,542 |
528,429 |
629,980 |
665,956 |
|
Net operating income |
|
184,614 |
330,938 |
325,885 |
341,601 |
|
|
|
|
|
|
|
|
Net operating income per common share, basic and diluted: |
|
3.11 |
5.58 |
5.50 |
5.76 |
|
|
|
1999 |
|||
|
|
|
12/31 |
09/30 |
06/30 |
03/31 |
|
Total income |
$ |
688,878 |
643,777 |
681,179 |
696,218 |
|
Net operating income |
|
429,167 |
406,001 |
367,334 |
393,119 |
|
|
|
|
|
|
|
|
Net operating income per common share, basic and diluted: |
|
7.24 |
6.85 |
6.20 |
6.63 |
Inflation
Rental income and operating expenses for those partnership properties operated under triple-net leases are not likely to be directly affected by future inflation, since rents are fixed under the leases and property expenses are the responsibility of tenants. The capital appreciation of triple-net-leased properties is likely to be influenced by interest rate fluctuations. To the extent that inflation affects interest rates, future inflation may have an effect on the capital appreciation of triple-net-leased properties.
Item 7(a). Quantitative and Qualitative Disclosures About Market Risk
Not Applicable.
Item 8. Financial Statements and Supplementary Data
INLAND'S MONTHLY INCOME FUND, L.P.
(a limited partnership)
Index
|
|
Page |
|
|
|
|
Independent Auditors' Report |
13 |
|
|
|
|
Financial Statements: |
|
|
|
|
|
Balance Sheets, December 31, 2000 and 1999 |
14 |
|
|
|
|
Statements of Operations, for the years ended December 31, 2000, 1999 and 1998 |
16 |
|
|
|
|
Statements of Partners' Capital, for the years ended December 31, 2000, 1999 and 1998 |
18 |
|
|
|
|
Statements of Cash Flows, for the years ended December 31, 2000, 1999 and 1998 |
19 |
|
|
|
|
Notes to Financial Statements |
21 |
|
|
|
|
Real Estate and Accumulated Depreciation (Schedule III) |
29 |
Schedules not filed:
All schedules other than those indicated in the index have been omitted as the required information is inapplicable or the information is presented in the financial statements or related notes.
INDEPENDENT AUDITORS' REPORT
To the Partners of
Inland's Monthly Income Fund, L.P.
We have audited the accompanying balance sheets of Inland's Monthly Income Fund, L.P. (a limited partnership) as of December 31, 2000 and 1999, and the related statements of operations, partners' capital, and cash flows for each of the three years in the period ended December 31, 2000. Our audits also included the financial statement schedule listed in the Index at Item 14(c). These financial statements and financial statement schedule are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements and financial statement schedule based on our audits.
We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material respects, the financial position of Inland's Monthly Income Fund, L.P. as of December 31, 2000 and 1999, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2000, in conformity with accounting principles generally accepted in the United States of America. Also, in our opinion, the financial statement schedule referred to above, when considered in relation to the basic financial statements taken as a whole, presents fairly in all material respects the information set forth therein.
DELOITTE & TOUCHE LLP
Chicago, Illinois
February 2, 2001
INLAND'S MONTHLY INCOME FUND, L.P.
(a limited partnership)
Balance Sheets
December 31, 2000 and 1999
Assets
|
|
|
2000 |
1999 |
|
Current assets: |
|
|
|
|
Cash and cash equivalents (Note 1) |
$ |
836,505 |
1,299,088 |
|
Accounts and rents receivable |
|
20,278 |
31,130 |
|
Mortgage interest receivable |
|
23,766 |
41,884 |
|
Current portion of mortgage loans receivable |
|
43,424 |
64,776 |
|
Current portion of deferred rent receivable |
|
128,305 |
4,818 |
|
Other assets |
|
289 |
2,190 |
|
|
|
|
|
|
Total current assets |
|
1,052,567 |
1,443,886 |
|
|
|
|
|
|
Investment properties (including acquisition fees paid to Affiliates of $1,278,383 and $1,736,163, as of December 31, 2000 and 1999, respectively) (Notes 1, 4 and 5): |
|
|
|
|
Land |
|
2,066,234 |
2,672,620 |
|
Buildings and improvements |
|
9,998,920 |
15,876,969 |
|
Tenant improvements |
|
793,112 |
793,112 |
|
|
|
|
|
|
|
12,858,266 |
19,342,701 |
|
|
Less accumulated depreciation |
|
4,127,671 |
6,044,601 |
|
|
|
|
|
|
Net investment properties |
|
8,730,595 |
13,298,100 |
|
|
|
|
|
|
Other assets: |
|
|
|
|
Mortgage loans receivable, less current portion |
|
3,263,144 |
5,302,485 |
|
Deferred loan fees (net of accumulated amortization of $78,515 and $50,704 at December 31, 2000 and 1999, respectively) (Note 1) |
|
20,395 |
48,206 |
|
Deferred leasing fees (including $219,451 paid to Affiliates) (net of accumulated amortization of $311,233 and $232,317 at December 31, 2000 and 1999, respectively) (Notes 1 and 6) |
|
33,154 |
112,070 |
|
Deferred rent receivable, less current portion (Notes 1 and 6) |
|
70,131 |
338,411 |
|
|
|
|
|
|
Total other assets |
|
3,386,824 |
5,801,172 |
|
|
|
|
|
|
Total assets |
$ |
13,169,986 |
20,543,158 |
See accompanying notes to financial statements.
INLAND'S MONTHLY INCOME FUND, L.P.
(a limited partnership)
Balance Sheets
(continued)
December 31, 2000 and 1999
Liabilities and Partners' Capital
|
|
|
2000 |
1999 |
|
Current liabilities: |
|
|
|
|
Accounts payable and accrued expenses |
$ |
- |
467 |
|
Accrued real estate taxes |
|
2,500 |
63,421 |
|
Distributions payable (Note 8) |
|
127,412 |
177,761 |
|
Due to Affiliates (Note 3) |
|
9,211 |
878 |
|
Deposits held for others |
|
127,929 |
189,875 |
|
Other liabilities |
|
- |
47,980 |
|
Current portion of long-term debt (Note 7) |
|
- |
- |
|
Current portion of deferred gain on sale of investment property |
|
9,141 |
14,583 |
|
|
|
|
|
|
Total current liabilities |
|
276,193 |
494,965 |
|
|
|
|
|
|
Deferred loan fees (Note 1) |
|
14,099 |
28,080 |
|
Long-term debt, less current portion (Note 7) |
|
1,515,000 |
2,500,000 |
|
Commission payable to Affiliates |
|
151,200 |
- |
|
Deferred gain on sale of investment property, less current portion (Note 5) |
|
976,026 |
1,559,942 |
|
|
|
|
|
|
Total liabilities |
|
2,932,518 |
4,582,987 |
|
|
|
|
|
|
Partners' capital (Notes 1 and 2): |
|
|
|
|
General Partner: |
|
|
|
|
Capital contribution |
|
500 |
500 |
|
Supplemental Capital Contributions |
|
2,095,863 |
2,095,863 |
|
Supplemental capital distributions to Limited Partners |
|
(2,095,863) |
(2,095,863) |
|
Cumulative net loss |
|
(36,743) |
(36,743) |
|
|
|
|
|
|
|
(36,243) |
(36,243) |
|
|
Limited Partners: |
|
|
|
|
Units of $500. Authorized 60,000 Units, 59,285.65 Units outstanding (net of offering costs of $3,289,242, of which $388,902 was paid to Affiliates) |
|
26,353,582 |
26,353,582 |
|
Supplemental Capital Contributions from General Partner |
|
2,095,863 |
2,095,863 |
|
Cumulative net income |
|
22,257,224 |
18,778,291 |
|
Cumulative distributions |
|
(40,432,958) |
(31,231,322) |
|
|
|
|
|
|
|
10,273,711 |
15,996,414 |
|
|
|
|
|
|
|
Total Partners' capital |
|
10,237,468 |
15,960,171 |
|
|
|
|
|
|
Total liabilities and Partners' capital |
$ |
13,169,986 |
20,543,158 |
See accompanying notes to financial statements.
INLAND'S MONTHLY INCOME FUND, L.P.
(a limited partnership)
Statements of Operations
For the years ended December 31, 2000, 1999 and 1998
|
|
|
2000 |
1999 |
1998 |
|
|
|
|
|
|
|
Income: |
|
|
|
|
|
Rental income (Notes 1 and 6) |
$ |
1,861,560 |
2,028,678 |
2,057,364 |
|
Additional rental income |
|
23,525 |
48,036 |
49,719 |
|
Interest income |
|
426,923 |
610,257 |
719,033 |
|
Other income |
|
19,899 |
23,081 |
40,679 |
|
|
|
|
|
|
|
|
2,331,907 |
2,710,052 |
2,866,795 |
|
|
Expenses: |
|
|
|
|
|
Professional services to Affiliates |
|
26,090 |
9,714 |
13,096 |
|
Professional services to non-affiliates |
|
31,961 |
40,631 |
29,350 |
|
General and administrative expenses to Affiliates |
|
44,144 |
38,579 |
34,915 |
|
General and administrative expenses to non-affiliates |
|
43,749 |
43,671 |
22,236 |
|
Property operating expenses to Affiliates |
|
32,634 |
36,430 |
36,194 |
|
Property operating expenses to non-affiliates |
|
256,390 |
199,472 |
169,206 |
|
Interest expense to non-affiliates |
|
168,572 |
181,527 |
147,042 |
|
Depreciation |
|
438,602 |
521,692 |
503,704 |
|
Amortization |
|
106,727 |
42,715 |
25,659 |
|
|
|
|
|
|
|
|
1,148,869 |
1,114,431 |
981,402 |
|
|
|
|
|
|
|
|
Operating income |
|
1,183,038 |
1,595,621 |
1,885,393 |
|
Gain on sale of investment property (Note 5) |
|
2,295,895 |
565,474 |
150,141 |
|
|
|
|
|
|
|
Net income |
$ |
3,478,933 |
2,161,095 |
2,035,534 |
See accompanying notes to financial statements.
INLAND'S MONTHLY INCOME FUND, L.P.
(a limited partnership)
Statements of Operations
(continued)
For the years ended December 31, 2000, 1999 and 1998
|
|
|
2000 |
1999 |
1998 |
|
|
|
|
|
|
|
Net income allocated to (Note 2): |
|
|
|
|
|
General Partner |
$ |
- |
- |
- |
|
Limited Partners |
|
3,478,933 |
2,161,095 |
2,035,534 |
|
|
|
|
|
|
|
Net income |
$ |
3,478,933 |
2,161,095 |
2,035,534 |
|
|
|
|
|
|
|
Net income per Unit allocated to Limited Partners per weighted average Limited Partnership Units of 59,285.65 |
$ |
58.68 |
36.45 |
34.33 |
See accompanying notes to financial statements.
INLAND'S MONTHLY INCOME FUND, L.P.
(a limited partnership)
Statements of Partners' Capital
For the years ended December 31, 2000, 1999 and 1998
|
|
|
General |
Limited |
|
|
|
|
Partner |
Partners |
Total |
|
|
|
|
|
|
|
Balance (deficit) January 1, 1998 |
$ |
(36,243) |
19,389,912 |
19,353,669 |
|
|
|
|
|
|
|
Net income (Note 2) |
|
- |
2,035,534 |
2,035,534 |
|
Distributions to Limited Partners ($56.13 per weighted average of Limited Partnership Units of 59,285.65) |
|
- |
(3,327,626) |
(3,327,626) |
|
|
|
|
|
|
|
Balance (deficit) December 31, 1998 |
|
(36,243) |
18,097,820 |
18,061,577 |
|
|
|
|
|
|
|
Net income (Note 2) |
|
- |
2,161,095 |
2,161,095 |
|
Distributions to Limited Partners ($71.90 per weighted average of Limited Partnership Units of 59,285.65) |
|
- |
(4,262,501) |
(4,262,501) |
|
|
|
|
|
|
|
Balance (deficit) December 31, 1999 |
|
(36,243) |
15,996,414 |
15,960,171 |
|
|
|
|
|
|
|
Net income (Note 2) |
|
- |
3,478,933 |
3,478,933 |
|
Distributions to Limited Partners ($156.06 per weighted average of Limited Partnership Units of 59,285.65) |
|
- |
(9,201,636) |
(9,201,636) |
|
|
|
|
|
|
|
Balance (deficit) December 31, 2000 |
$ |
(36,243) |
10,273,711 |
10,237,468 |
|
|
|
|
|
|
See accompanying notes to financial statements.
INLAND'S MONTHLY INCOME FUND, L.P.
(a limited partnership)
Statements of Cash Flows
For the years ended December 31, 2000, 1999 and 1998
|
|
|
2000 |
1999 |
1998 |
|
Cash flows from operating activities: |
|
|
|
|
|
Net income |
$ |
3,478,933 |
2,161,095 |
2,035,534 |
|
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
|
Gain on sale of investment property |
|
(1,706,537) |
- |
- |
|
Recognition of deferred gain on sale of property |
|
(589,358) |
(565,474) |
(150,141) |
|
Depreciation |
|
438,602 |
521,692 |
503,704 |
|
Amortization |
|
106,727 |
42,715 |
25,659 |
|
Changes in assets and liabilities: |
|
|
|
|
|
Accounts and rents receivable |
|
10,852 |
4,534 |
1,722 |
|
Mortgage interest receivable |
|
18,118 |
14,797 |
4,053 |
|
Other current assets |
|
1,901 |
480 |
422 |
|
Deferred rent receivable |
|
144,793 |
57,976 |
34,622 |
|
Accounts payable and accrued expenses |
|
(467) |
(13,089) |
(3,415) |
|
Accrued real estate taxes |
|
(60,921) |
1,296 |
1,767 |
|
Due to Affiliates |
|
8,333 |
406 |
(1,539) |
|
Deferred loan fees |
|
(13,981) |
(17,043) |
(10,530) |
|
Other liabilities |
|
(47,980) |
47,980 |
- |
|
|
|
|
|
|
|
Net cash provided by operating activities |
|
1,789,015 |
2,257,365 |
2,441,858 |
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
Proceeds from sale of investment property |
|
5,992,025 |
- |
- |
|
Principal payments received on mortgage loans receivable |
|
2,060,693 |
1,896,377 |
523,652 |
|
Capital expenditures |
|
(5,385) |
(301,454) |
- |
|
|
|
|
|
|
|
Net cash provided by investing activities |
|