8-K 1 lardo8k.txt 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 AND EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported) December 30,2003 AEI INCOME & GROWTH FUND XXI LIMITED PARTNERSHIP (Exact Name of Registrant as Specified in its Charter) State of Minnesota (State or other Jurisdiction of Incorporation or Organization) 0-29274 41-1789725 (Commission File Number) (I.R.S. Employer Identification No.) 30 East 7th Street, Suite 1300, 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 December 30, 2003, the Partnership purchased a Johnny Carino's restaurant in Laredo, Texas from GE Capital Franchise Finance Corporation. The total cash purchase price of the land and building was approximately $2,537,000. GE Capital Franchise Finance Corporation is not affiliated with the Partnership. The cash, used in purchasing the property, was from the proceeds of sale of properties. Item 7. Financial Statements and Exhibits. (a) Financial statements of businesses acquired - Not Applicable. (b) On December 30, 2003, the Partnership purchased the property for $2,537,000. The property was acquired with cash which was provided from proceeds of sale of properties. 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, 2002, the Partnership's Investments in Real Estate would have increased by $2,537,000 and its Current Assets (cash) would have decreased by $2,537,000. The Rental Income for the Partnership would have increased from $1,591,244 to $1,806,890 for the year ended December 31, 2002 and from $1,078,111 to $1,239,846 for the nine months ended September 30, 2003 if the Partnership had owned the property during the periods. Depreciation Expense would have increased by $56,261 and $42,196 for the year ended December 31, 2002 and the nine months ended September 30, 2003, respectively. The net effect of these proforma adjustments would have caused Net Income to increase from $2,469,538 to $2,628,923 and from $1,768,415 to $1,887,954, which would have resulted in Net Income of $112.28 and $81.18 per Limited Partnership Unit outstanding for the year ended December 31, 2002 and the nine months ended September 30, 2003, respectively. (c) Exhibits Exhibit 10.1 - Assignment of Agreement of Sale and First Amendment to Agreement of Sale dated December 23, 2003 between the Partnership and AEI Fund Management, Inc. relating to the Property at 7603 San Dario Avenue, Laredo, Texas. Exhibit 10.2 - Net Lease Agreement dated December 30, 2003 between the Partnership and Kona Restaurant Group, Inc. relating to the Property at 7603 San Dario Avenue, Laredo, Texas. 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 XXI LIMITED PARTNERSHIP By: AEI Fund Management XXI, Inc. Its: Managing General Partner Date: January 2, 2004 /s/ Patrick W Keene By: Patrick W. Keene Its: Chief Financial Officer