-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UwVHMrAT9J991vTB/1tezpjwNrS0UslEKyu7WU/C9cV1E/9VUddLY5TdjMO5+Ovi dHkLpUhpIeOBWPUXtn7gGw== 0001023458-99-000003.txt : 19990722 0001023458-99-000003.hdr.sgml : 19990722 ACCESSION NUMBER: 0001023458-99-000003 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990709 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990721 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AEI INCOME & GROWTH FUND XXII LTD PARTNERSHIP CENTRAL INDEX KEY: 0001023458 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 411848181 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-24003 FILM NUMBER: 99667955 BUSINESS ADDRESS: STREET 1: 1300 MINNESOTA WORLD TRADE CENTER STREET 2: 30 EAST SEVENTH ST CITY: ST PAUL STATE: MN ZIP: 55101 BUSINESS PHONE: 6122277333 MAIL ADDRESS: STREET 1: 1300 MINNESOTA WORLD TRADE CENTER STREET 2: 30 SEVENTH ST EAST CITY: ST PAUL STATE: MN ZIP: 55101 8-K 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported) July 9, 1999 AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP (Exact Name of Registrant as Specified in its Charter) State of Minnesota (State or other Jurisdiction of Incorporation or Organization) 333-5604 41-1848181 (Commission File Number) (I.R.S. Employer Identification No.) 1300 Minnesota World Trade Center, St. Paul, Minnesota 55101 (Address of Principal Executive Offices) (651) 227-7333 (Registrant's telephone number, including area code) (Former name or former address, if changed since last report) Item 2. Acquisition or Disposition of Assets. On July 9, 1999, the Partnership purchased a newly constructed Arby's restaurant in Homewood, Alabama from RTM Alabama, Inc. The total cash purchase price of the land and building was approximately $1,357,000. RTM Alabama, Inc. is not affiliated with the Partnership. The cash, used in purchasing the property, was from the proceeds of sale of Limited Partnership Units. Item 7. Financial Statements and Exhibits. (a) Financial statements of businesses acquired. Not Applicable. Property was newly constructed. (b) A limited number of proforma adjustments are required to illustrate the effects of the transaction on the balance sheet and income statement. The following narrative description is furnished in lieu of the proforma statements: Assuming the Partnership had acquired the property on January 1, 1998, the Partnership's Investments in Real Estate would have increased by $1,357,000 and its Current Assets (cash) would have decreased by approximately $1,357,000. The Total Income for the Partnership would have increased from $545,711 to $627,196 for the year ended December 31, 1998 and from $194,872 to $203,217 for three months ended March 31, 1999 if the Partnership had owned the property during the periods. Depreciation Expense would have increased by $26,680 and $6,670 for the year ended December 31, 1998 and the three months ended March 31, 1999, respectively. The net effect of these proforma adjustments would have caused Net Income to increase from $296,614 to $351,419 and from $128,252 to $129,927, which would have resulted in Net Income of $29.32 and $7.60 per Limited Partnership Unit outstanding for the year ended December 31, 1998 and the three months ended March 31, 1999, respectively. (c) Exhibits Exhibit 10.1 - Net Lease Agreement dated November 20, 1998 between the Partnership and RTM Alabama,Inc. relating to the property at 159 State Farm Parkway, Homewood, Alabama (incorporated by reference to Exhibit 10.11 of Form 10-KSB filed with the Commission on March 12, 1999). Exhibit 10.2 - First Amendment to Net Lease Agreement dated July 9,1999 between the Partnership and RTM Alabama, Inc. relating to the property at 159 State Farm Parkway, Homewood, Alabama. 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 hereunto duly authorized. AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP By: AEI Fund Management XXI, Inc. Its: Managing General Partner Date: July 20, 1999 /s/ Mark E Larson By: Mark E. Larson Its Chief Financial Officer (Principal Accounting and Financial Officer) EX-10.2 2 FIRST AMENDMENT TO NET LEASE AGREEMENT THIS AMENDMENT TO NET LEASE AGREEMENT, made and entered into effective as of the 9th day of July, 1999, by and between AEI Income & Growth Fund XXII Limited Partnership, a Minnesota limited partnership whose corporate general partner is AEI Fund Management XXI, Inc., a Minnesota corporation; whose principal business address is 1300 Minnesota World Trade Center, 30 East Seventh Street, St. Paul, Minnesota 55101 (hereinafter collectively referred to as "Lessor"), and RTM Alabama, Inc. (hereinafter referred to as "Lessee"), whose principal business address is 5995 Barfield Road, Atlanta, GA 30328; WITNESSETH: WHEREAS, Lessor is the fee owner of a certain parcel of real property and improvements located at Homewood, Alabama and legally described in Exhibit "A", which is attached hereto and incorporated herein by reference; and WHEREAS, Lessee has constructed the building and improvements (together the "Building") on the real property described in Exhibit "A", which Building is described in the plans and specifications heretofore submitted to Lessor; and WHEREAS, Lessee and Lessor Fund XXII have entered into that certain Net Lease Agreement dated November 20, 1998 (the Lease) providing for the lease of said real property and Building (said real property and Building hereinafter referred to as the "Leased Premises"), from Lessor upon the terms and conditions therein provided in the Lease; NOW, THEREFORE, in consideration of the Rents, terms, covenants, conditions, and agreements hereinafter described to be paid, kept, and performed by Lessee, including the completion of the Building and other improvements constituting the Leased Premises, Lessee and Lessor do hereby agree to amend the Lease as follows: 1. Article 2(A) and (B) of the Lease shall henceforth read as follows: ARTICLE 2. TERM (A) The term of this Lease ("Term") shall be Twenty (20) consecutive "Lease Years", as hereinafter defined, commencing on the date hereof, plus the period commencing November 20, 1998 ("Occupancy Date") through the date hereof, with the contemplated initial term hereof ending on July 31, 2019. (B) The first full Lease Year shall commence on the date of this First Amendment and continue through July 31, 2000. 2. Article 4(A) of the Lease shall henceforth read as follows: ARTICLE 4. RENT PAYMENTS (A) Annual Rent Payable for the first and second Lease Years: Lessee shall pay to Lessor an annual Base Rent of $87,134.64, which amount shall be payable in advance on the first day of each month in equal monthly installments of $7,261.22 to Fund XXII. If the first day of the first full Lease Year of the Lease Term is not the first day of a calendar month, then the monthly Rent payable for that partial month shall be a prorated portion of the equal monthly installment of Base Rent. 3. Article 35 is hereby deleted in its entirety; Lessor and Lessee agree that the referenced Development Financing Agreement is terminated in accordance with its terms. All other terms and conditions of the Lease shall remain in full force and effect. 4. Lessee has accepted delivery of the Leased Premises and has entered into occupancy thereof. 5. Lessee has fully inspected the Premises and found the same to be as required by the Lease, in good order and repair, and all conditions under the Lease to be performed by the Lessor have been satisfied. 6. As of this date, the Lessor is not in default under any of the terms, conditions, provisions or agreements of the Lease and the undersigned has no offsets, claims or defenses against the Lessor with respect to the Lease. 7. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original and all of which shall constitute one and the same instrument. IN WITNESS WHEREOF, Lessor and Lessee have respectively signed and sealed this Lease as of the day and year first above written. LESSEE: RTM, Alabama, Inc., By: /s/ Daniel T Collins Its: Vice President Attest /s/ J Russell Welch By: /s/ Robert S. Stallings Sr V.P. and Corp. Sec'y Its: V.P.-Asst. Secretary Print Name Attest /s/ Susan Gibbs Susan Gibbs Print Name STATE OF GEORGIA) )SS. COUNTY OF FULTON) The foregoing instrument was acknowledged before me this 14 day of July 1999, by Daniel T Collins, and Robert S. Stallings as Vice President and V.P.-Asst Secy of RTM, Alabama, Inc. on behalf of said company. /s/ Jacqueline M Stubbs [notary seal] Notary Public [Remainder of page intentionally left blank] LESSOR: AEI INCOME & GROWTH FUND XXII LIMITED PARTNERSHIP By: AEI Fund Management XXI, Inc. Attest /s/ Barbara J Kochevar By: /s/ Robert P Johnson Barbara J Kochevar Robert P. Johnson, President Print Name Attest /s/ Kay Johnston Kay Johnston Print Name STATE OF MINNESOTA ) )SS. COUNTY OF RAMSEY ) The foregoing instrument was acknowledged before me the 15th day of July, 1999, by Robert P Johnson, the President of AEI Fund Management XXI, Inc., a Minnesota corporation, corporate general partner of AEI Income & Growth Fund XXII Limited Partnership, on behalf of said limited partnership. /s/ Michael B Daugherty Notary Public [notary seal] [Remainder of page intentionally left blank] -----END PRIVACY-ENHANCED MESSAGE-----