0001130758-17-000061.txt : 20171120 0001130758-17-000061.hdr.sgml : 20171120 20171120135423 ACCESSION NUMBER: 0001130758-17-000061 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20171114 ITEM INFORMATION: Completion of Acquisition or Disposition of Assets ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20171120 DATE AS OF CHANGE: 20171120 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AEI INCOME & GROWTH FUND XXI LTD PARTNERSHIP CENTRAL INDEX KEY: 0000931755 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 411789725 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 033-85076 FILM NUMBER: 171213400 BUSINESS ADDRESS: STREET 1: 30 EAST 7TH ST SUITE 1300 CITY: ST PAUL STATE: MN ZIP: 55101 BUSINESS PHONE: 6512277333 MAIL ADDRESS: STREET 1: 30 EAST 7TH ST SUITE 1300 CITY: ST PAUL STATE: MN ZIP: 55101 8-K 1 kinder8k.htm
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 (Date of earliest event reported)  November 14, 2017


  AEI INCOME & GROWTH FUND XXI LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)


State of Minnesota
  
000-29274
  
41-1789725
(State or other jurisdiction of incorporation)
  
(Commission File Number)
  
(IRS 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)

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

☐ Written communication 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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).         Emerging Growth Company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     ☐

Section 2 – Financial Information

Item 2.01 Completion of Acquisition or Disposition of Assets.

On November 14, 2017, the Partnership sold a KinderCare daycare center in Andover, Minnesota to the Harry R. Friedman Living Trust, an unrelated third party.  The Partnership received net cash proceeds of approximately $1,695,000 for the property, which resulted in a net gain of approximately $1,042,400.

Section 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(a) Financial statements of businesses acquired – Not Applicable.

(b) Pro forma financial information – A limited number of pro forma 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 pro forma statements.  Assuming the Partnership had sold the property on January 1, 2016:

The Partnership's Investments in Real Estate would have been reduced by $706,797 and its Current Assets (cash) would have increased by $1,695,000 and Partners' Capital would have increased by $988,203.

For the year ended December 31, 2016, Income from Operations would have decreased $100,706, representing a decrease in rental income of $145,447, a decrease in depreciation expense of $43,380 and a decrease in property management expenses of $1,361.  For the nine months ended September 30, 2017, Income from Operations would have decreased $61,035, representing a decrease in rental income of $72,723, a decrease in depreciation expense of $10,845 and a decrease in property management expenses of $843.

The net effect of these pro forma adjustments would have caused Net Income to decrease from $520,155 to $419,449 and from $65,584 to $4,549, which would have resulted in Net Income of $20.91 and $0.23 per Limited Partnership Unit outstanding for the year ended December 31, 2016 and the nine months ended September 30, 2017, respectively.

(c) Shell company transactions – Not Applicable.

(d) Exhibits – not required.  The property sold represents less than 15% of the total assets of the Partnership as of November 14, 2017.




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:  November 17, 2017
By:
  /s/ PATRICK W KEENE
   
Patrick W. Keene
   
Chief Financial Officer