-----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, DBfbpnfwTfFwJ+NxCNtc/Dg8Dg7rq91+Rr9hNjB0v4cK2z/noC2ptsCmRi/ZcWe5 KdQX5Srg786dCELRoVPqmw== 0001222840-03-000022.txt : 20031231 0001222840-03-000022.hdr.sgml : 20031231 20031231142543 ACCESSION NUMBER: 0001222840-03-000022 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20031219 ITEM INFORMATION: Acquisition or disposition of assets ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031231 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INLAND WESTERN RETAIL REAL ESTATE TRUST INC CENTRAL INDEX KEY: 0001222840 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 421579325 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-103799 FILM NUMBER: 031080282 MAIL ADDRESS: STREET 1: 2901 BUTTERFIELD RD CITY: OAK BROOK STATE: IL ZIP: 60523 8-K 1 dec8k1231.htm Inland Retail Real Estate Trust, Inc


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report: December 19, 2003
(Date of earliest event reported)


Inland Western Retail Real Estate Trust, Inc.
(Exact name of registrant as specified in the charter)

Maryland

333-103799

42-1579325

(State or other jurisdiction of incorporation)

(Commission File No.)

(IRS Employer Identification No.)



2901 Butterfield Road
Oak Brook, Illinois 60523
(Address of Principal Executive Offices)


(630) 218-8000
(Registrant's telephone number including area code)


Not Applicable
(Former name or former address, if changed since last report)









Item 2. Acquisition or Disposition of Assets

Shaw's Supermarket, New Britain, Connecticut

On December 31, 2003, we purchased a single user retail center known as Shaw's Supermarket, New Britain, containing 65,658 gross leasable square feet. The property is located in New Britain, Connecticut.

We purchased this property from an unaffiliated third party. Our total acquisition cost was approximately $13,656,000. This amount may increase by additional costs which have not yet been finally determined. We expect any additional costs to be insignificant. Our acquisition cost was approximately $208 per square foot of leasable space.

We purchased this property with our own funds. However, we expect to place financing on the property at a later date. We do not intend to make significant repairs and improvements to this property over the next few years. However, if we were to make any repairs or improvements, the tenant would be obligated to pay a substantial portion of any monies spent pursuant to the provisions of its lease.

Shaw's Supermarket was built in 1995. One tenant, Shaw's Supermarket, leases 100% of the total gross leasable area of the property. The lease with this tenant requires the tenant to pay base annual rent on a monthly basis as follows:

On December 31, 2003, we purchased a single user retail center known as Shaw's Supermarket, New Britain, containing 65,658 gross leasable square feet. The property is located in New Britain, Connecticut.

We purchased this property from an unaffiliated third party. Our total acquisition cost was approximately $13,656,000. This amount may increase by additional costs which have not yet been finally determined. We expect any additional costs to be insignificant. Our acquisition cost was approximately $208 per square foot of leasable space.

We purchased this property with our own funds. However, we expect to place financing on the property at a later date. We do not intend to make significant repairs and improvements to this property over the next few years. However, if we were to make any repairs or improvements, the tenant would be obligated to pay a substantial portion of any monies spent pursuant to the provisions of its lease.

Shaw's Supermarket was built in 1995. One tenant, Shaw's Supermarket, leases 100% of the total gross leasable area of the property. The lease with this tenant requires the tenant to pay base annual rent on a monthly basis as follows:

           
 

Approximate

 

Base Rent

   
 

GLA Leased

% of Total

Per

Lease

Term

Lessee

(Sq. Ft.)

GLA

Annum ($)

Beginning

To

           

Shaw's   Supermarkets-  New Britain

65,658

100

1,083,357

05/96

04/16

           

For federal income tax purposes, the depreciable basis in this property will be approximately $10,242,000. When we calculate depreciation expense for tax purposes, we will use the straight-line method. We depreciate buildings and improvements based upon estimated useful lives of 40 and 20 years, respectively.

Pavilion at King's Grant, Concord, North Carolina

On December 31, 2003, we purchased a newly constructed shopping center known as Pavilion at King's Grant, containing 79,009 gross leasable square feet (which includes 65,000 square feet of ground lease space). The center is located at 8050 Concord Mills Boulevard in Concord, North Carolina.

We purchased this property from an unaffiliated third party. Our total acquisition cost was approximately $8,151,000. This amount may increase by additional costs which have not yet been finally determined. We expect any additional costs to be insignificant. One tenant, Toys 'R Us, is currently paying half rent. When the tenant begins paying full rent, we will pay the balance of the purchase price of approximately $1,563,000. Our total acquisition cost is expected to be approximately $123 per square foot of leasable space.

We purchased this property with our own funds. However, we expect to place financing on the property at a later date.


We do not intend to make significant repairs and improvements to this property over the next few years. However, if we were to make any repairs or improvements, the tenants would be obligated to pay a substantial portion of any monies spent pursuant to the provisions of their respective leases.

One tenant, Jared Jewelers, leases more than 10% of the total gross leasable area of the property. The lease with this tenant requires the tenant to pay base annual rent on a monthly basis as follows:

     

Base Rent

   
 

Approximate

 

Per Square

   
 

GLA Leased

% of Total

Foot Per

Lease

Term

Lessee

(Sq. Ft.)

GLA

Annum ($)

Beginning

To

           

Toys 'R Us *

49,000

62

5.10

10/02

10/12

           

Olive Garden*

8,500

11

9.41

04/02

04/12

           

* ground lease

For federal income tax purposes, the depreciable basis in this property will be approximately $7,285,000. When we calculate depreciation expense for tax purposes, we will use the straight-line method. We depreciate buildings and improvements based upon estimated useful lives of 40 and 20 years, respectively.

Pavilion at King's Grant was built in 2002 and 2003. As of December 30, 2003, this property was 100% occupied, with a total 79,009 square feet leased to six tenants. The following table sets forth certain information with respect to those leases:

 

Approximate GLA Leased

 

Current Annual

Base Rent Per Square Foot

Lessee

(Sq. Ft.)

Lease Ends

Rent ($)

Per Annum ($)

         

Radio Shack

2,400

04/08

 40,800

17.00

Panera Bread

5,609

10/13

109,376

19.50

Jared Jewelers

6,000

01/23

220,020

36.67

Toys 'R Us *

49,000

10/12

250,000

 5.10

Olive Garden *

8,500

04/12

80,000

 9.41

Red Lobster *

7,500

05/12

80,000

10.67

* ground lease

In general, each tenant will pay its proportionate share of real estate taxes, insurance and common area maintenance costs, although the leases with some tenants may provide that the tenant's liability for such expenses is limited in some way, usually so that their liability for such expenses does not exceed a specified amount.


Newnan Crossing West, Newnan, Georgia

On December 24, 2003, we purchased an existing shopping center known as Newnan Crossing West, containing 131,196 gross leasable square feet. The center is located at 591 Bullsboro Drive in Newnan, Georgia.

 

We purchased this property from an unaffiliated third party. Our total acquisition cost was approximately $16,808,000. This amount may increase by additional costs which have not yet been finally determined. We expect any additional costs to be insignificant. Our acquisition cost was approximately $128 per square foot of leasable space. We intend to purchase an additional 181,798 gross leasable square feet (phase II), for approximately $26,404,000, in early 2004 when the existing first mortgage can be repaid.

We purchased this property with our own funds. However, we expect to place financing on the property at a later date.

We do not intend to make significant repairs and improvements to this property over the next few years. However, if we were to make any repairs or improvements, the tenants would be obligated to pay a substantial portion of any monies spent pursuant to the provisions of their respective leases.

One tenant, BJ's, leases more than 10% of the gross leasable area of the portion of the property acquired to date. The lease with this tenant requires the tenant to pay base annual rent on a monthly basis as follows:

     

Base Rent

   
 

Approximate

 

Per Square

   
 

GLA Leased

% of Total

Foot Per

Lease

Term

Lessee

(Sq. Ft.)

GLA

Annum ($)

Beginning

To

           

BJ's

115,396

40

8.75

05/03

01/24

           

For federal income tax purposes, the depreciable basis in this property will be approximately $40,320,000. When we calculate depreciation expense for tax purposes, we will use the straight-line method. We depreciate buildings and improvements based upon estimated useful lives of 40 and 20 years, respectively.

Newnan Crossing West was built in 1999. As of December 30, 2003, the property was 100% occupied, with a total 131,196 square feet leased to eight tenants. The following table sets forth certain information with respect to those leases:

 

Approximate GLA Leased

 

Current Annual

Base Rent Per Square Foot

Lessee

(Sq. Ft.)

Lease Ends

Rent ($)

Per Annum ($)

         

Planet Smoothie

1,040

10/08

 18,200

17.50

Banana Beach

1,200

10/08

 21,600

18.00

Cingular

1,760

10/08

 31,680

18.00

Great Clips

1,200

10/08

 21,600

18.00

The Corner Tavern

5,000

11/08

 85,000

17.00

My Friend's Place

1,600

11/08

 28,800

18.00

Ted's Montana Grill

4,000

12/08

 64,000

16.00

BJ's

115,396

01/24

1,009,715

 8.75

In general, each tenant will pay its proportionate share of real estate taxes, insurance and common area maintenance costs, although the leases with some tenants may provide that the tenant's liability for such expenses is limited in some way, usually so that their liability for such expenses does not exceed a specified amount.

 


 

Eckerd Drug Stores

On December 24, 2003, we purchased the following two separate existing freestanding retail properties known as Eckerd Drug Stores, containing a total of 27,648 gross leasable square feet.

Location

Square Feet

Completion Date

Purchase Price ($)

       

Danforth and Santa Fe

13,824

2003

3,364,000

Edmond, Oklahoma

     
       

36th and Robinson

13,824

2003

5,288,000

Norman, Oklahoma

     

We purchased these Eckerd Drug Stores from an unaffiliated third party. Our total acquisition cost was approximately $8,652,000. This amount may increase by additional costs which have not yet been finally determined. We expect any additional costs to be insignificant. Our acquisition cost was approximately $313 per square foot of leasable space.

We purchased these properties with our own funds. However, we expect to place financing on the properties at a later date.

One tenant, Eckerd Drug Stores, leases 100% of the total gross leasable area of each property. The leases with this tenant require the tenant to pay base annual rent on a monthly basis as follows:

Lessee/

Approximate GLA Leased

% of Total GLA of each

Current Annual

Base Rent Per Square Foot Per

Lease

Term

Location

(Sq. Ft.)

Property

Rent ($)

Annum ($)

Beginning

To

             

Danforth & Santa Fe

13,824

100

289,292

20.93

12/03

12/23

Edmond, OK

           
             

36th & Robinson

13,824

100

454,806

32.90

12/03

12/23

Norman, OK

           

A twenty year lease commenced as of the date of acquisition with no increases during the term of the lease. Each lease includes four options, each for a term of five years.

These properties are on triple net leases and the tenant will be responsible for all repairs.

For federal income tax purposes, the depreciable basis in these properties will be approximately $6,490,000 When we calculate depreciation expense for tax purposes, we will use the straight-line method. We depreciate buildings and improvements based upon estimated useful lives of 40 and 20 years, respectively.


Darien Towne Centre, Darien, Illinois

On December 19, 2003, we purchased an existing shopping center known as Darien Towne Centre containing 217,505 gross leasable square feet. The center is located at 2189 75th Street, in Darien, Illinois.

We purchased this property from an unaffiliated third party. Our total acquisition cost was approximately $30,000,000. This amount may increase by additional costs which have not yet been finally determined. We expect any additional costs to be insignificant. Our acquisition cost was approximately $138 per square foot of leasable space.

Simultaneously with the purchase this property, we obtained a new loan in the amount of $16,500,000. The loan requires interest only payments based on a rate of 4.65% per annum and matures December 2010.

We do not intend to make significant repairs and improvements to this property over the next few years. However, if we were to make any repairs or improvements, the tenants would be obligated to pay a substantial portion of any monies spent pursuant to the provisions of their respective leases.

Three tenants, Home Depot, Circuit City and PetSmart, each lease more than 10% of the total gross leasable area of the property. The leases with these tenants require the tenants to pay base annual rent on a monthly basis as follows:

     

Base Rent

   
 

Approximate

 

Per Square

   
 

GLA Leased

% of Total

Foot Per

Lease

Term

Lessee

(Sq. Ft.)

GLA

Annum ($)

Beginning

To

           

Home Depot

109,200

50

8.35

05/94

04/03

     

8.60

05/03

04/08

     

9.10

05/08

04/14

           

Circuit City

32,984

15

10.50

05/94

01/05

     

11.55

02/05

01/10

     

12.71

02/10

01/15

           

PetSmart

25,487

12

11.20

10/94

09/04

     

11.70

10/04

09/09

For federal income tax purposes, the depreciable basis in this property will be approximately $22,500,000. When we calculate depreciation expense for tax purposes, we will use the straight-line method. We depreciate buildings and improvements based upon estimated useful lives of 40 and 20 years, respectively.

 

Darien Towne Centre was built in 1994. As of December 1, 2003, this property was 95% occupied, with a total 206,657 square feet was leased to 13 tenants. The following table sets forth certain information with respect to those leases:

 

Approximate GLA Leased

 

Renewal

Current Annual

Base Rent Per Square Foot

Lessee

(Sq. Ft.)

Lease Ends

Options

Rent ($)

Per Annum ($)

           

Jenny Craig

2,000

02/04

1/5 yr.

 42,600

21.30

Payless/Soccer Post

2,986

07/04

-

 52,852

17.70

Great Clips

1,532

08/04

1/5 yr.

 31,498

20.56

Murray's Discount   Auto

10,000

10/04

1/10 yr.

110,000

11.00

Signature Cleaners

1,500

11/04

-

 37,260

24.84

Gingiss Formalwear

2,000

12/04

-

 34,000

17.00

Gladstone Realtors

2,468

03/05

-

 44,498

18.03

Deals

12,000

07/07

1/5 yr.

120,000

10.00

PetSmart

25,487

09/09

5/5 yr.

285,454

11.20

Panera Bread

4,500

12/13

-

 94,500

21.00

Home Depot

109,200

04/14

-

911,820

 8.35

Circuit City

32,984

01/15

-

346,332

10.50

TGI Fridays

*   

05/94

 

 72,600

*

* ground lease

In general, each tenant will pay its proportionate share of real estate taxes, insurance and common area maintenance costs, although the leases with some tenants may provide that the tenant's liability for such expenses is limited in some way, usually so that their liability for such expenses does not exceed a specified amount.

 


 

 

Item 7. Financial Statements and Exhibits

  1. Financial Statements

To be subsequently filed.
























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 hereunto duly authorized.

INLAND WESTERN RETAIL REAL ESTATE TRUST, INC.

By: /s/ Kelly Tucek

Name: Kelly Tucek
Title: Treasurer

Date: December 31, 2003

 

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