8-K 1 dec288k.htm Inland Western 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 28, 2004
(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)

 

Check the appropriate box below if the Form 8-K filing in intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 2.01 Completion of Acquisition or Disposition of Assets.

Shoppes at Lake Andrew, Viera, Florida

On December 30, 2004, we purchased an existing shopping center known as Shoppes at Lake Andrew, containing 144,733 of gross leasable square feet. The center is located at Wickham and I-95 in Viera, Florida.

We purchased this property from an unaffiliated third party. Our total acquisition cost was approximately $28,300,000. 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 $196 per square foot of leasable space.

We purchased this property with our own funds and by assuming the existing mortgage debt on the property. The outstanding balance on the mortgage debt at the date of acquisition was $15,800,000. This loan requires interest only payments at an annual interest rate of 5% until December 31, 2009. The loan then reverts to monthly principal and interest payments at an annual interest rate of 6.54%, and matures in March 2014.

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, Ross Dress for Less, Linens 'N Things and Rag Shop, 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

% of Total

Per Square

   
 

GLA Leased

Phase I

Foot Per

Lease

Term

Lessee

(Sq. Ft.)

GLA

Annum ($)

Beginning

To

           

Ross Dress for Less

30,187

21

 9.50

02/04

01/16

           

Linens 'N Things

28,240

19

12.50

01/04

01/14

           

Rag Shop

19,976

14

11.00

11/03

11/13

For federal income tax purposes, the depreciable basis in this property will be approximately $21,225,000. 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.

Shoppes at Lake Andrew was built in 2003. As of December 1, 2004, this property was 100% occupied, with a total of 144,733 square feet leased to 18 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 ($)

EB Games

1,800

08/08

43,200

24.00

Hair Cuttery

1,200

08/08

32,400

27.00

Asian Wok

1,200

09/08

32,400

27.00

Mattress Barn

4,520

10/08

83,620

18.50

The Blind Spot

1,200

01/09

31,200

26.00

Sonus, USA

900

01/09

29,700

33.00

Subway

1,200

02/09

31,200

26.00

Dress Barn

4,309

06/09

79,716

18.50

Your House Interiors

9,748

07/09

151,094

15.50

Payless Shoesource

2,700

06/13

59,400

22.00

Cellular Express

1,200

08/13

33,372

27.81

Professional Nail

1,200

08/13

31,200

26.00

Petco

13,758

09/13

213,249

15.50

Shoe Carnival

10,800

10/13

135,000

12.50

Rag Shop

19,976

11/13

219,736

11.00

Linens 'N Things

28,240

01/14

353,000

12.50

Pier 1 Imports

10,595

02/14

190,710

18.00

Ross Dress for Less

30,187

01/16

286,776

 9.50

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.


Pleasant Run Towne Crossing, Cedar Hill, Texas

On December 30, 2004, we purchased a portion of a newly constructed shopping center known as Pleasant Run Towne Crossing, which will contain 225,430 of gross leasable square feet (which includes 20,200 of ground lease space) when construction is completed. The portion we purchased contains 201,587 gross leasable square feet (which includes the ground lease space). The remaining 23,843 of gross leasable square feet is expected to be completed by spring 2005, at which time we anticipate purchasing the remaining square feet. The center is located at Pleasant Run and Highway 67, in Cedar Hill, Texas.

We purchased this property from an unaffiliated third party. Our acquisition cost for this portion of the property was approximately $35,370,000. The total acquisition cost for the remaining portion of the shopping center is expected to be $6,093,000. 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 for this portion of the property was approximately $175 per square foot of leasable space.

We purchased this property with our own funds. On December 30, 2004, we obtained financing in the amount of $22,800,000. The loan requires interest only payments at an annual rate of 5.215% and matures in January 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.

Two tenants, Oshman's and Circuit City, will 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

% of

Per Square

   
 

GLA Leased

GLA we

Foot Per

Lease

Term

Lessee

(Sq. Ft.)

purchased

Annum ($)

Beginning

To

Oshman's

40,954

20

10.00

05/04

01/15

           

Circuit City

32,570

16

14.00

11/03

01/18

For federal income tax purposes, the depreciable basis in the portion of the property we purchased will be approximately $26,528,000. The depreciable basis in the entire property will be approximately $31,097,000 once we purchase the remaining portion. 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.

The portion of Pleasant Run Towne Crossing that we purchased was newly constructed in 2004. As of December 1, 2004, the portion of the property we purchased was 100% occupied, with a total of 201,587 square feet leased to 19 tenants and three ground lease 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 ($)

H&R Block

1,500

04/09

25,500

17.00

Sleep Experts

4,500

05/09

99,000

22.00

Luxury Nails

1,200

07/09

25,200

21.00

Mattress Firm

6,000

07/09

132,000

22.00

ASAP Mail & Pack

2,000

08/09

40,000

20.00

Brook Mays Music

6,250

08/09

112,500

18.00

The Maytag Store

5,225

09/09

94,050

18.00

Justice Just for Girls

4,500

01/10

81,000

18.00

Bed, Bath & Beyond

22,000

01/14

220,000

10.00

Bombay Company

4,500

02/14

81,000

18.00

Half Price Books

10,108

02/14

121,296

12.00

Michaels

21,276

03/14

223,398

10.50

Mother's Work

1,805

03/14

36,100

20.00

Zales Jewelry

3,000

04/14

66,000

22.00

Panera Bread

4,999

07/14

119,976

24.00

The Vitamin Shop

5,000

08/14

135,000

27.00

The Little Gym

4,000

09/14

72,000

18.00

Oshman's

40,954

01/15

409,540

10.00

Circuit City

32,570

01/18

455,980

14.00

JP Morgan Chase Bank (Ground Lease)

4,700

05/24

85,000

N/A

Saltgrass Steakhouse (Ground Lease)

8,500

05/24

85,000

N/A

Joe's Crab Shack (Ground Lease)

7,000

05/24

75,000

N/A

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, Newnan, Georgia

On December 30, 2004, we purchased another portion of a newly constructed shopping center known as Newnan Crossing Phase II, which will contain 98,290 of gross leasable square feet (including 30,000 square feet of ground lease space) when completed. The portion we purchased contains 72,610 gross leasable square feet (which includes the ground lease space). The remaining 25,680 of gross leasable square feet is expected to be completed by spring 2005, at which time we anticipate purchasing the remaining square feet. The center is located at 591 Bullsboro Drive in Newnan, Georgia

We purchased this portion of the property from an unaffiliated third party. Our acquisition cost for this portion of the property was approximately $9,149,000. The total acquisition cost for the remaining portion of the shopping center is expected to be approximately $5,922.000.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 for this portion of the property was approximately $126 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.

Two tenants, Babies "R" Us (Ground Lease), and HH Gregg 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

% of

Per Square

   
 

GLA Leased

GLA we

Foot Per

Lease

Term

Lessee

(Sq. Ft.)

purchased

Annum ($)

Beginning

To

Babies "R" Us (Ground Lease)

30,000

41

N/A

12/04

01/15

           

HH Gregg

30,000

41

 9.50

10/04

10/19

For federal income tax purposes, the depreciable basis in the portion of the property we purchased was approximately $6,862,000. The depreciable basis in the entire property will be approximately $11,303,000 once we purchase the remaining portion. 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.

The portion of Newnan Crossing II that we purchased was newly constructed during 2004. The remaining portion of the property is currently in the process of leasing up the vacancies and certain tenants are in negotiations for retail space within the shopping center. As of December 1, 2004, the portion of the property we purchased was 100% occupied, with a total 72,610 square feet leased to five tenants and one ground lease. 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 ($)

Norwalk

5,000

10/09

90,000

18.00

Curves for Women

1,600

10/09

28,800

18.00

The Original Mattress Factory

3,000

11/09

54,750

18.25

Mama Fu's Asian House

3,000

11/14

66,000

22.00

Babies "R" Us (Ground Lease)

30,000

01/15

172,500

N/A

HH Gregg

30,000

10/19

285,000

 9.50

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.


Evans Towne Centre, Augusta, Georgia

On December 30, 2004, we purchased an existing shopping center known as Evans Towne Centre, containing 75,695 of gross leasable square feet. The center is located at 4274 Washington Road in Augusta, Georgia.

We purchased this property from an unaffiliated third party. Our total acquisition cost was approximately $8,830,000. 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 $117 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, Publix, 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

Publix

47,955

63

8.25

06/95

06/15

For federal income tax purposes, the depreciable basis in this property will be approximately $6,623,000. 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.

Evans Towne Center was built in 1995. As of December 1, 2004, this property was 97% occupied, with a total 73,295 square feet leased to 14 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 ($)

Evans Hibachi

2,800

01/06

32,200

11.50

Gorins Cafe & Grill

1,200

03/06

14,832

12.36

Great Expectations Precision Haircutters

2,100

04/06

28,119

13.39

Physical Therapy Associates

2,240

04/06

26,870

12.00

Classical Ballet Conservatory

1,600

06/06

21,424

13.39

Master Cleaners

1,200

09/06

15,600

13.00

Professional Network Support

1,600

12/06

18,960

11.85

Quizno's

1,600

01/07

20,800

13.00

The Augusta Chronicle

4,000

02/08

44,000

11.00

Mai Thai Restaurant

1,400

04/08

18,018

12.87

U.S. Nails

1,200

09/08

15,600

13.00

Sun Rayz Tanning

3,200

01/09

35,200

11.00

Top Shelf Cigar & Tobacco Shoppe

1,200

07/09

15,600

13.00

Publix

47,955

06/15

395,629

 8.25

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.


Irmo Station, Columbia, South Carolina

On December 30, 2004, we purchased an existing shopping center known as Irmo Station, containing 99,619 of gross leasable square feet. The center is located at 7467 St. Andrews Road in Columbia, South Carolina.

We purchased this property from an unaffiliated third party. Our total acquisition cost was approximately $12,800,000. 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 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, Kroger, 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

           

Kroger

56,942

57

9.71

10/99

09/19

For federal income tax purposes, the depreciable basis in this property will be approximately $9,600,000. 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.

Irmo Station was built in phases between 1980 and 1985, and an expansion of one tenant's space in 1999. As of December 1, 2004, this property was 91% occupied, with a total 90,960 square feet leased to 17 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 ($)

         

Dr. John Edwards, DDS

1,750

03/05

31,500

18.00

Invitation Station

2,205

08/05

24,255

11.00

The Cutting Point

1,050

09/05

14,175

13.50

Dollar Tree Store

6,892

01/06

55,136

 8.00

Pizza Hut

1,470

05/06

21,771

14.81

Julie Stephens Agency

1,050

06/06

13,497

12.85

Wilson Wireless

1,000

11/06

18,000

18.00

Columbia Conservatory

1,761

05/07

19,899

11.30

Irmo Interiors

2,000

07/07

30,000

15.00

Kroger Liquor

1,250

01/08

15,625

12.50

Firehouse Subs

1,750

06/08

29,750

17.00

Han's Alterations

1,050

03/09

14,595

13.90

Tripp's Cleaners

1,250

05/09

18,125

14.50

ITA Taekwondo Academy

2,940

10/09

33,810

11.50

Lovely Nails

1,050

12/09

13,650

13.00

Hemingway's Saloon

5,550

04/10

61,050

11.00

Kroger

56,942

09/19

552,800

 9.71

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.


Green's Corner, Cumming, Georgia

On December 29, 2004, we purchased an existing shopping center known as Green's Corner, containing 82,792 of gross leasable square feet (which includes a ground lease space). The center is located at Georgia Highway 20 and Bethelview Road in Cumming, Georgia.

We purchased this property from an unaffiliated third party. Our total acquisition cost was approximately $12,768,000. 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 $154 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, Kroger, 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

Kroger

63,296

76

8.49

01/98

01/18

For federal income tax purposes, the depreciable basis in this property will be approximately $9,576,000. 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.

Green's Corner was built in 1997. As of December 1, 2004, this property was 100% occupied, with a total 82,792 square feet leased to 11 tenants and one ground lease tenant. 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 ($)

Designer Cleaners

1,800

08/07

39,600

22.00

Blockbuster Video

6,000

09/07

99,000

16.50

The UPS Store

1,320

09/07

22,730

17.22

Subway

1,400

10/07

24,528

17.52

Great Clips

1,253

11/07

21,576

17.22

KB's BBQ & Rib Company

1,200

03/08

20,400

17.00

Golden Palace

2,793

04/08

48,905

17.51

Allstate Insurance

930

08/08

16,284

17.51

Cumming Nails & Tan

1,600

09/08

28,016

17.51

Bucks Pizza

1,200

01/09

19,800

16.50

McDonalds (Ground Lease)

*

01/17

49,280

N/A

Kroger

63,296

01/18

537,225

 8.49

* To be determined.

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.


Newton Crossroads, Covington, Georgia

On December 29, 2004, we purchased an existing shopping center known as Newton Crossroads, containing 78,896 of gross leasable square feet. The center is located at Georgia Highway 20 and Brown Bridge Road in Covington, Georgia.

We purchased this property from an unaffiliated third party. Our total acquisition cost was approximately $10,087,000. 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 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, Kroger, 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

Kroger

63,296

80

7.36

01/98

01/18

For federal income tax purposes, the depreciable basis in this property will be approximately $7,565,000. 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.

Newton Crossroads was built in 1997. As of December 1, 2004, this property was 100% occupied, with a total 78,896 square feet leased to 11 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 ($)

H & R Block

1,200

04/05

19,464

16.22

Washington Mutual Bank

3,000

04/07

51,300

17.10

Great Clips

1,200

06/07

20,664

17.22

GNC

1,200

07/07

19,476

16.23

Subway

1,200

07/07

22,140

18.45

Daily Nails

1,200

08/07

21,648

18.04

Family Dentistry

1,800

10/07

32,724

18.18

Peking Chinese Restaurant

1,200

10/07

19,476

16.23

Just New Releases

1,800

04/08

30,096

16.72

Best Cleaners

1,800

07/12

42,012

23.34

Kroger

63,296

01/18

465,700

 7.36

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.


Stilesboro Oaks, Acworth, Georgia

On December 29, 2004, we purchased an existing shopping center known as Stilesboro Oaks, containing 80,772 of gross leasable square feet. The center is located at State Highway 176 and Stilesboro Road in Acworth, Georgia.

We purchased this property from an unaffiliated third party. Our total acquisition cost was approximately $12,640,000. 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 $156 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, Kroger, 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

Kroger

54,872

68

8.41

06/97

06/22

For federal income tax purposes, the depreciable basis in this property will be approximately $9,480,000. 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.

Stilesboro Oaks was built in 19967. As of December 1, 2004, this property was 100% occupied, with a total 80,772 square feet leased to 13 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 ($)

Nail Lite

1,050

03/06

22,438

21.37

Blockbuster Video

6,300

04/06

96,957

15.39

Mr. Wonton Chinese Takeout

1,050

05/06

19,509

18.58

The UPS Store

1,400

05/06

24,094

17.21

Vintage Bottle Shop

3,500

07/06

63,000

18.00

Gondolier Pizza

1,400

08/06

24,878

17.77

Great Clips

1,050

09/06

20,653

19.67

GNC

1,400

04/07

24,094

17.21

Solar Dimension Tanning

1,750

04/07

29,890

17.08

Dickson's Tae Kwon Do Plus

2,800

05/07

42,000

15.00

Clothing Care Cleaners

2,450

05/09

69,727

28.46

Subway

1,750

08/09

28,875

16.50

Kroger

54,872

06/22

461,606

 8.41

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.


Mesa Fiesta, Mesa, Arizona

On December 28, 2004, we purchased an existing shopping center known as Mesa Fiesta, containing 194,892 of gross leasable square feet. The center is located at South Alma School Road and Grove Avenue in Mesa, Arizona.

We purchased this property from an unaffiliated third party. Our total acquisition cost was approximately $36,855,000. 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 $189 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.

Five tenants, Best Buy, Marshalls, Borders Books & Music, Comp USA and Oak Showcase, leases 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

Best Buy

39,482

20

11.35

09/94

08/08

           

Marshalls

31,500

16

11.50

02/95

01/10

           

Borders Books & Music

30,000

15

22.27

04/94

03/09

           

Comp USA

25,000

13

12.71

03/94

02/09

           

Oak Showcase

25,010

13

10.00

05/04

04/09

For federal income tax purposes, the depreciable basis in this property will be approximately $27,641,000. 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.

Mesa Fiesta was built in 1994. As of December 1, 2004, this property was 100% occupied, with a total 194,892 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 ($)

Famous Footwear

8,000

03/07

97,600

12.20

Best Buy

39,482

08/08

448,121

11.35

Comp USA

25,000

02/09

317,750

12.71

Cost Plus World Market

18,900

02/09

288,225

15.25

Staples

17,000

02/09

225,803

13.28

Borders Books & Music

30,000

03/09

668,226

22.27

Oak Showcase

25,010

04/09

250,100

10.00

Marshalls

31,500

01/10

362,250

11.50

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.


Phenix Crossing, Phenix City, Alabama

On December 28, 2004, we purchased a newly constructed shopping center known as Phenix Crossing, containing 56,563 of gross leasable square feet. The center is located at 5408 Summerville Highway in Phenix, Alabama.

We purchased this property from an unaffiliated third party. Our total acquisition cost was approximately $10,065,000. 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 $178 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, Publix, 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

% of Total

Per Square

   
 

GLA Leased

Phase I

Foot Per

Lease

Term

Lessee

(Sq. Ft.)

GLA

Annum ($)

Beginning

To

           

Publix

38,997

69

11.95

06/04

06/24

For federal income tax purposes, the depreciable basis in this property will be approximately $7,549,000. 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.

Phenix Crossing was newly constructed in 2004. As of December 1, 2004, this property was 95% occupied, with a total of 53,817 square feet leased to nine 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 ($)

Package Store

1,400

11/07

20,384

14.56

Ace Cleaners

1,400

06/09

22,400

16.00

Nail Salon & Day Spa

1,400

07/09

22,400

16.00

China Panda

1,400

07/09

22,400

16.00

Movie Gallery

4,200

08/09

56,700

13.50

Headstart Hair

2,220

08/09

35,520

16.00

Zeb's Seafood & Chicken

1,400

08/09

23,310

16.65

Blimpie

1,400

09/09

22,400

16.00

Publix

38,997

06/24

466,014

11.95

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 9.01. Financial Statements, ProForma Financial Information and Exhibits

  1. Financial Statements

To be subsequently filed for Shoppes at Lake Andrew, Pleasant Run Towne Crossing, Evans Towne Center, Irmo Station, Green's Corner, Newton Crossroads, Stilesboro Oaks, and Mesa Fiesta under Rule 3-14 of the Securities and Exchange Commission Regulation S-X. No financial statement will be filed for Newnan Crossing as the acquisition of this property does not require financial statement under Rule 3-14 of the Securities and Exchange Commission Regulation S-X.

 

 


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/ Lori J. Foust                

Name:

Lori J. Foust

Title:

Principal Accounting Officer

Date:

December 28, 2004