SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
Quarterly Report Under Section 13 or 15(d)
of The Securities Exchange Act of 1934
For the Quarter Ended: March 31, 1999
Commission file number: 0-16555
AEI REAL ESTATE FUND XVI LIMITED PARTNERSHIP
(Exact Name of Small Business Issuer as Specified in its Charter)
State of Minnesota 41-1571166
(State or other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
1300 Minnesota World Trade Center, St. Paul, Minnesota 55101
(Address of Principal Executive Offices)
(651) 227-7333
(Issuer's telephone number)
Not Applicable
(Former name, former address and former fiscal year, if changed
since last report)
Check whether the issuer (1) filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90
days.
Yes [X] No
Transitional Small Business Disclosure Format:
Yes No [X]
AEI REAL ESTATE FUND XVI LIMITED PARTNERSHIP
INDEX
PART I. Financial Information
Item 1. Balance Sheet as of March 31, 1999 and December 31, 1998
Statements for the Periods ended March 31, 1999 and 1998:
Income
Cash Flows
Changes in Partners' Capital
Notes to Financial Statements
Item 2. Management's Discussion and Analysis
PART II. Other Information
Item 1. Legal Proceedings
Item 2. Changes in Securities
Item 3. Defaults Upon Senior Securities
Item 4. Submission of Matters to a Vote of Security Holders
Item 5. Other Information
Item 6. Exhibits and Reports on Form 8-K
<PAGE>
AEI REAL ESTATE FUND XVI LIMITED PARTNERSHIP
BALANCE SHEET
MARCH 31, 1999 AND DECEMBER 31, 1998
(Unaudited)
ASSETS
1999 1998
CURRENT ASSETS:
Cash and Cash Equivalents $ 110,726 $ 78,013
Receivables 20,364 35,703
----------- -----------
Total Current Assets 131,090 113,716
----------- -----------
INVESTMENTS IN REAL ESTATE:
Land 3,474,363 3,474,363
Buildings and Equipment 6,341,958 6,341,958
Accumulated Depreciation (2,368,380) (2,320,311)
----------- -----------
7,447,941 7,496,010
Real Estate Held for Sale 174,747 174,747
----------- -----------
Net Investments in Real Estate 7,622,688 7,670,757
----------- -----------
Total Assets $ 7,753,778 $ 7,784,473
=========== ===========
LIABILITIES AND PARTNERS' CAPITAL
CURRENT LIABILITIES:
Payable to AEI Fund Management, Inc. $ 25,072 $ 64,626
Distributions Payable 139,450 138,384
Deferred Income 43,106 22,212
----------- -----------
Total Current Liabilities 207,628 225,222
----------- -----------
DEFERRED INCOME - Net of Current Portion 172,004 177,557
PARTNERS' CAPITAL (DEFICIT):
General Partners (55,456) (55,381)
Limited Partners, $1,000 Unit value;
15,000 Units authorized and issued;
13,606 outstanding 7,429,602 7,437,075
----------- -----------
Total Partners' Capital 7,374,146 7,381,694
----------- -----------
Total Liabilities and Partners' Capital $ 7,753,778 $ 7,784,473
=========== ===========
The accompanying Notes to Financial Statements are an integral
part of this statement.
</PAGE>
<PAGE>
AEI REAL ESTATE FUND XVI LIMITED PARTNERSHIP
STATEMENT OF INCOME
FOR THE PERIODS ENDED MARCH 31
(Unaudited)
1999 1998
INCOME:
Rent $ 261,166 $ 256,896
Investment Income 756 10,959
----------- -----------
Total Income 261,922 267,855
----------- -----------
EXPENSES:
Partnership Administration - Affiliates 52,114 58,570
Partnership Administration and Property
Management - Unrelated Parties 14,671 19,237
Depreciation 48,069 50,861
----------- -----------
Total Expenses 114,854 128,668
----------- -----------
NET INCOME $ 147,068 $ 139,187
=========== ===========
NET INCOME ALLOCATED:
General Partners $ 1,471 $ 1,392
Limited Partners 145,597 137,795
----------- -----------
$ 147,068 $ 139,187
=========== ===========
NET INCOME PER LIMITED PARTNERSHIP UNIT
(13,606 and 13,919 weighted average Units
outstanding in 1999 and 1998, respectively) $ 10.70 $ 9.90
=========== ===========
The accompanying Notes to Financial Statements are an integral
part of this statement.
</PAGE>
<PAGE>
AEI REAL ESTATE FUND XVI LIMITED PARTNERSHIP
STATEMENT OF CASH FLOWS
FOR THE PERIODS ENDED MARCH 31
(Unaudited)
1999 1998
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 147,068 $ 139,187
Adjustments to Reconcile Net Income
To Net Cash Provided by Operating Activities:
Depreciation 48,069 50,861
Decrease in Receivables 15,339 15,001
Decrease in Payable to
AEI Fund Management, Inc. (39,554) (21,600)
Increase in Deferred Income 15,341 32,239
----------- -----------
Total Adjustments 39,195 76,501
----------- -----------
Net Cash Provided By
Operating Activities 186,263 215,688
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Increase in Distributions Payable 1,066 38,203
Distributions to Partners (154,616) (195,155)
----------- -----------
Net Cash Used For
Financing Activities (153,550) (156,952)
----------- -----------
NET INCREASE IN CASH AND CASH EQUIVALENTS 32,713 58,736
CASH AND CASH EQUIVALENTS, beginning of period 78,013 835,702
----------- -----------
CASH AND CASH EQUIVALENTS, end of period $ 110,726 $ 894,438
=========== ===========
The accompanying Notes to Financial Statements are an integral
part of this statement.
</PAGE>
<PAGE>
AEI REAL ESTATE FUND XVI LIMITED PARTNERSHIP
STATEMENT OF CHANGES IN PARTNERS' CAPITAL
FOR THE PERIODS ENDED MARCH 31
(Unaudited)
Limited
Partnership
General Limited Units
Partners Partners Total Outstanding
BALANCE, December 31, 1997 $ (43,639) $ 8,599,441 $ 8,555,802 13,919.40
Distributions (1,952) (193,203) (195,155)
Net Income 1,392 137,795 139,187
--------- ----------- ----------- -----------
BALANCE, March 31, 1998 $ (44,199) $ 8,544,033 $ 8,499,834 13,919.40
========= =========== =========== ===========
BALANCE, December 31, 1998 $ (55,381) $ 7,437,075 $ 7,381,694 13,606.15
Distributions (1,546) (153,070) (154,616)
Net Income 1,471 145,597 147,068
--------- ----------- ----------- -----------
BALANCE, March 31, 1999 $ (55,456) $ 7,429,602 $ 7,374,146 13,606.15
========= =========== =========== ===========
The accompanying Notes to Financial Statements are an integral
part of this statement.
</PAGE>
<PAGE>
AEI REAL ESTATE FUND XVI LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1999
(Unaudited)
(1) The condensed statements included herein have been prepared
by the Partnership, without audit, pursuant to the rules and
regulations of the Securities and Exchange Commission, and
reflect all adjustments which are, in the opinion of
management, necessary to a fair statement of the results of
operations for the interim period, on a basis consistent with
the annual audited statements. The adjustments made to these
condensed statements consist only of normal recurring
adjustments. Certain information, accounting policies, and
footnote disclosures normally included in financial
statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant
to such rules and regulations, although the Partnership
believes that the disclosures are adequate to make the
information presented not misleading. It is suggested that
these condensed financial statements be read in conjunction
with the financial statements and the summary of significant
accounting policies and notes thereto included in the
Partnership's latest annual report on Form 10-KSB.
(2) Organization -
AEI Real Estate Fund XVI Limited Partnership (Partnership)
was formed to acquire and lease commercial properties to
operating tenants. The Partnership's operations are managed
by AEI Fund Management XVI, Inc. (AFM), the Managing General
Partner of the Partnership. Robert P. Johnson, the
President and sole shareholder of AFM, serves as the
Individual General Partner of the Partnership. An affiliate
of AFM, AEI Fund Management, Inc. (AEI), performs the
administrative and operating functions for the Partnership.
The terms of the Partnership offering call for a
subscription price of $1,000 per Limited Partnership Unit,
payable on acceptance of the offer. The Partnership
commenced operations on February 6, 1987 when minimum
subscriptions of 2,000 Limited Partnership Units
($2,000,000) were accepted. The Partnership's offering
terminated on November 6, 1987 when the maximum subscription
limit of 15,000 Limited Partnership Units ($15,000,000) was
reached.
Under the terms of the Limited Partnership Agreement, the
Limited Partners and General Partners contributed funds of
$15,000,000 and $1,000, respectively. During the operation
of the Partnership, any Net Cash Flow, as defined, which the
General Partners determine to distribute will be distributed
90% to the Limited Partners and 10% to the General Partners;
provided, however, that such distributions to the General
Partners will be subordinated to the Limited Partners first
receiving an annual, noncumulative distribution of Net Cash
Flow equal to 10% of their Adjusted Capital Contribution, as
defined, and, provided further, that in no event will the
General Partners receive less than 1% of such Net Cash Flow
per annum. Distributions to Limited Partners will be made
pro rata by Units.
AEI REAL ESTATE FUND XVI LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
(Continued)
(2) Organization - (Continued)
Any Net Proceeds of Sale, as defined, from the sale or
financing of the Partnership's properties which the General
Partners determine to distribute will, after provisions for
debts and reserves, be paid in the following manner: (i)
first, 99% to the Limited Partners and 1% to the General
Partners until the Limited Partners receive an amount equal
to: (a) their Adjusted Capital Contribution plus (b) an
amount equal to 6% of their Adjusted Capital Contribution
per annum, cumulative but not compounded, to the extent not
previously distributed from Net Cash Flow; (ii) next, 99% to
the Limited Partners and 1% to the General Partners until
the Limited Partners receive an amount equal to 14% of their
Adjusted Capital Contribution per annum, cumulative but not
compounded, to the extent not previously distributed; (iii)
next, to the General Partners until cumulative distributions
to the General Partners under Items (ii) and (iii) equal 15%
of cumulative distributions to all Partners under Items (ii)
and (iii). Any remaining balance will be distributed 85% to
the Limited Partners and 15% to the General Partners.
Distributions to the Limited Partners will be made pro rata
by Units.
For tax purposes, profits from operations, other than
profits attributable to the sale, exchange, financing,
refinancing or other disposition of the Partnership's
property, will be allocated first in the same ratio in
which, and to the extent, Net Cash Flow is distributed to
the Partners for such year. Any additional profits will be
allocated 90% to the Limited Partners and 10% to the General
Partners. In the event no Net Cash Flow is distributed to
the Limited Partners, 90% of each item of Partnership
income, gain or credit for each respective year shall be
allocated to the Limited Partners, and 10% of each such item
shall be allocated to the General Partners. Net losses from
operations will be allocated 98% to the Limited Partners and
2% to the General Partners.
For tax purposes, profits arising from the sale, financing,
or other disposition of the Partnership's property will be
allocated in accordance with the Partnership Agreement as
follows: (i) first, to those Partners with deficit balances
in their capital accounts in an amount equal to the sum of
such deficit balances; (ii) second, 99% to the Limited
Partners and 1% to the General Partners until the aggregate
balance in the Limited Partners' capital accounts equals the
sum of the Limited Partners' Adjusted Capital Contributions
plus an amount equal to 14% of their Adjusted Capital
Contributions per annum, cumulative but not compounded, to
the extent not previously allocated; (iii) third, to the
General Partners until cumulative allocations to the General
Partners equal 15% of cumulative allocations. Any remaining
balance will be allocated 85% to the Limited Partners and
15% to the General Partners. Losses will be allocated 98%
to the Limited Partners and 2% to the General Partners.
The General Partners are not required to currently fund a
deficit capital balance. Upon liquidation of the Partnership
or withdrawal by a General Partner, the General Partners
will contribute to the Partnership an amount equal to the
lesser of the deficit balances in their capital accounts or
1% of total Limited Partners' and General Partners' capital
contributions.
AEI REAL ESTATE FUND XVI LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
(Continued)
(3) Investments in Real Estate -
The Partnership owns a 55.0958% interest in a restaurant in
Waco, Texas, which was previously closed. In June 1995, the
Partnership re-leased the restaurant to Tex-Mex Cocina of
Waco, L.C. The Lease Agreement had a primary term of
eighteen months with an annual rental payment of $29,752.
In December, 1997, the lessee elected not to exercise the
renewal option in the lease. The restaurant was closed and
is listed for sale or lease. While the property is vacant,
the Partnership is responsible for the real estate taxes and
other costs required to maintain the property.
As of December 31, 1997, based on an analysis of market
conditions in the area, it was determined the fair value of
the Partnership's interest in the Waco property was
approximately $385,600. In the fourth quarter of 1997, a
charge to operations for real estate impairment of $100,000
was recognized, which is the difference between the book
value at December 31, 1997 of $485,600 and the estimated
fair value of $385,600. The charge was recorded against the
cost of the land and building. In December, 1998, the
Partnership re-analyzed the market conditions in the area
and determined the fair value of the Partnership's interest
declined to approximately $154,300. In the fourth quarter
of 1998, a charge to operations for real estate impairment
of $221,000 was recognized, which is the difference between
book value at December 31, 1998 of $375,300 and the
estimated fair value of $154,300. The charge was recorded
against the cost of the land and building.
In March, 1999, the Partnership entered into an agreement to
sell the Waco property to an unrelated third party. The
sale is contingent upon the completion of the purchaser's
due diligence. If the transaction is consummated, the
Partnership will receive net sale proceeds of approximately
$160,000.
In December, 1998, Gulf Coast Restaurants, Inc. (GCR), the
lessee of the Applebee's restaurant in Slidell, Louisiana,
filed for reorganization. GCR is continuing to make the
lease payments to the Partnership under the supervision of
the bankruptcy court while they develop a reorganization
plan. If the Lease is assumed, GCR must comply with all
Lease terms and any upaid rent must be paid. If the Lease
is rejected, GCR will be required to return possession of
the property to the Partnership and past due amounts will
be dismissed and the Partnership will be responsible for
re-leasing the property. At March 31, 1999, GCR owed
$19,197 for rent due prior to the date of filing for
reorganization. An analysis of the operating statements
of this property indicate that it is generating profits
and it is management's belief that the Lease will be
assumed by GCR.
In January, 1996, the Cheddar's restaurant in Indianapolis,
Indiana was destroyed by a fire. The Partnership reached an
agreement with the tenant and insurance company which called
for termination of the Lease, demolition of the building and
payment to the Partnership of $407,282 for the building and
equipment and $49,688 for lost rent. The property will not
be rebuilt and the Partnership listed the land for sale. As
of December 31, 1997, based on an analysis of market
conditions in the area, it was determined the fair value of
the Partnership's interest in the land was approximately
$200,000. In the fourth quarter of 1997, a charge to
operations for real estate impairment of $54,000 was
recognized, which is the difference between the book value
at December 31, 1997 of $253,747 and the estimated fair
value of $200,000. In December, 1998, the Partnership re-
analyzed the market conditions in the area and determined
the fair value of the Partnership's interest in the land
declined to approximately $175,000. In the fourth quarter
of 1998, a charge to operations for real estate impairment
of $25,000 was recognized, which is the difference between
the book value at December 31, 1998 of $200,000 and the
estimated fair value of $175,000.
In February, 1999, the Partnership entered into an agreement
to sell the Fuddruckers in St. Louis, Missouri to an
unrelated third party. The sale is contingent upon the
completion of the purchaser's due diligence. If the
transaction is consummated, the Partnership will receive net
sales proceeds of approximately $770,000.
AEI REAL ESTATE FUND XVI LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
(Continued)
(3) Investments in Real Estate - (Continued)
During the first three months of 1998, the Partnership
distributed $13,345 of net sale proceeds to the Limited and
General Partners as a part of their regular quarterly
distributions, which represented a return of capital of
$0.95 per Limited Partnership Unit. In April, 1998, the
Partnership distributed $707,071 of net sale proceeds to the
Limited and General Partners, which represented a return of
capital of $50.29 per Limited Partnership Unit.
(4) Payable to AEI Fund Management -
AEI Fund Management, Inc. performs the administrative and
operating functions for the Partnership. The payable to AEI
Fund Management represents the balance due for those
services. This balance is non-interest bearing and
unsecured and is to be paid in the normal course of
business.
(5) Deferred Income -
In June, 1994, Fuddruckers, Inc., the restaurant concept's
franchisor, acquired the operations of the Fuddruckers
restaurants in St. Louis, Missouri and Omaha, Nebraska, and
assumed the lease obligations from the original lessee. As
part of the agreement, the Partnership amended the Leases to
reduce the base rent from the current annual rent of
$109,033 to $92,164 for the St. Louis property and $167,699
to $145,081 for the Omaha property. The Partnership could
receive additional rent in the future if 10% of gross
receipts from the properties exceed the base rent. In
consideration for the lease assumption and amendment, the
Partnership received a lump sum payment from the original
lessee of $299,723. The lump sum payment will be recognized
as income over the remainder of the Lease terms which expire
January 31, 2008 and November 30, 2007, using the straight
line method. As of March 31, 1999 and December 31, 1998,
the Partnership has recognized $105,507 and $99,954 of this
payment as income. At March 31, 1999, the remaining
deferred income of $20,894 was prepaid rent related to
certain other Partnership properties.
ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS
Results of Operations
For the three months ended March 31, 1999 and 1998, the
Partnership recognized rental income of $261,166 and $256,896,
respectively. During the same periods, the Partnership earned
investment income of $756 and $10,959, respectively. In 1998,
investment income was higher as sale proceeds received in
December, 1997 were invested in short-term investments until they
were distributed to the Partners in April, 1998.
ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS (Continued)
The Partnership owns a 55.0958% interest in a restaurant
in Waco, Texas, which was previously closed. In June 1995, the
Partnership re-leased the restaurant to Tex-Mex Cocina of Waco,
L.C. The Lease Agreement had a primary term of eighteen months
with an annual rental payment of $29,752. In December, 1997, the
lessee elected not to exercise the renewal option in the lease.
The restaurant was closed and is listed for sale or lease. While
the property is vacant, the Partnership is responsible for the
real estate taxes and other costs required to maintain the
property.
As of December 31, 1997, based on an analysis of market
conditions in the area, it was determined the fair value of the
Partnership's interest in the Waco property was approximately
$385,600. In the fourth quarter of 1997, a charge to operations
for real estate impairment of $100,000 was recognized, which is
the difference between the book value at December 31, 1997 of
$485,600 and the estimated fair value of $385,600. The charge
was recorded against the cost of the land and building. In
December, 1998, the Partnership re-analyzed the market conditions
in the area and determined the fair value of the Partnership's
interest declined to approximately $154,300. In the fourth
quarter of 1998, a charge to operations for real estate
impairment of $221,000 was recognized, which is the difference
between book value at December 31, 1998 of $375,300 and the
estimated fair value of $154,300. The charge was recorded
against the cost of the land and building.
In March, 1999, the Partnership entered into an agreement
to sell the Waco property to an unrelated third party. The sale
is contingent upon the completion of the purchaser's due
diligence. If the transaction is consummated, the Partnership
will receive net sale proceeds of approximately $160,000.
In December,1998, Gulf Coast Restaurants, Inc. (GCR), the
lessee of the Applebee's restaurant in Slidell, Louisiana, filed
for reorganization. GCR is continuing to make the lease payments
to the Partnership under the supervision of the bankruptcy court
while they develop a reorganization plan. If the Lease is assumed,
GCR must comply with all Lease terms and any upaid rent must be
paid. If the Lease is rejected, GCR will be required to return
possession of the property to the Partnership and past due
amounts will be dismissed and the Partnership will be responsible
for re-leasing the property. At March 31, 1999, GCR owed
$19,197 for rent due prior to the date of filing for
reorganization. An analysis of the operating statements of this
property indicate that it is generating profits and it is
management's belief that the Lease will be assumed by GCR.
During the three months ended March 31, 1999 and 1998, the
Partnership paid Partnership administration expenses to
affiliated parties of $52,114 and $58,570, respectively. These
administration expenses include costs associated with the
management of the properties, processing distributions, reporting
requirements and correspondence to the Limited Partners. During
the same periods, the Partnership incurred Partnership
administration and property management expenses from unrelated
parties of $14,671 and $19,237, respectively. These expenses
represent direct payments to third parties for legal and filing
fees, direct administrative costs, outside audit and accounting
costs, taxes, insurance and other property costs.
As of March 31, 1999, the Partnership's annualized cash
distribution rate was 5%, based on the Adjusted Capital
Contribution. Distributions of Net Cash Flow to the General
Partners were subordinated to the Limited Partners as required in
the Partnership Agreement. As a result, 99% of distributions and
income were allocated to Limited Partners and 1% to the General
Partners.
Inflation has had a minimal effect on income from
operations. It is expected that increases in sales volumes of the
tenants, due to inflation and real sales growth, will result in
an increase in rental income over the term of the leases.
Inflation also may cause the Partnership's real estate to
appreciate in value. However, inflation and changing prices may
also have an adverse impact on the operating margins of the
properties' tenants which could impair their ability to pay rent
and subsequently reduce the Partnership's Net Cash Flow available
for distributions.
The Year 2000 issue is the result of computer systems that
use two digits rather than four to define the applicable year,
which may prevent such systems from accurately processing dates
ending in the Year 2000 and beyond. This could result in
computer system failures or disruption of operations, including,
but not limited to, an inability to process transactions, to send
or receive electronic data, or to engage in routine business
activities.
ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS (Continued)
AEI Fund Management, Inc. (AEI) performs all management
services for the Partnership. In 1998, AEI completed an
assessment of its computer hardware and software systems and has
replaced or upgraded certain computer hardware and software using
the assistance of outside vendors. AEI has received written
assurance from the equipment and software manufacturers as to
Year 2000 compliance. The costs associated with Year 2000
compliance have not been, and are not expected to be, material.
The Partnership intends to monitor and communicate with
tenants regarding Year 2000 compliance, although there can be no
assurance that the systems of the various tenants will be Year
2000 compliant.
Liquidity and Capital Resources
During the three months ended March 31, 1999, the
Partnership's cash balances increased $32,713 as the Partnership
distributed less cash to the Partners than it generated from
operating activities. Net cash provided by operating activities
decreased from $215,688 in 1998 to $186,263 in 1999 mainly as a
result of a decrease in total income in 1999 and net timing
differences in the collection of payments from the lessees and
the payment of expenses, which were partially offset by a
decrease in expenses in 1999.
In January, 1996, the Cheddar's restaurant in
Indianapolis, Indiana was destroyed by a fire. The Partnership
reached an agreement with the tenant and insurance company which
called for termination of the Lease, demolition of the building
and payment to the Partnership of $407,282 for the building and
equipment and $49,688 for lost rent. The property will not be
rebuilt and the Partnership listed the land for sale. As of
December 31, 1997, based on an analysis of market conditions in
the area, it was determined the fair value of the Partnership's
interest in the land was approximately $200,000. In the fourth
quarter of 1997, a charge to operations for real estate
impairment of $54,000 was recognized, which is the difference
between the book value at December 31, 1997 of $253,747 and the
estimated fair value of $200,000. In December, 1998, the
Partnership re-analyzed the market conditions in the area and
determined the fair value of the Partnership's interest in the
land declined to approximately $175,000. In the fourth quarter
of 1998, a charge to operations for real estate impairment of
$25,000 was recognized, which is the difference between the book
value at December 31, 1998 of $200,000 and the estimated fair
value of $175,000.
In February, 1999, the Partnership entered into an
agreement to sell the Fuddruckers in St. Louis, Missouri to an
unrelated third party. The sale is contingent upon the
completion of the purchaser's due diligence. If the transaction
is consummated, the Partnership will receive net sales proceeds
of approximately $770,000.
The Partnership's primary use of cash flow is distribution
and redemption payments to Partners. The Partnership declares
its regular quarterly distributions before the end of each
quarter and pays the distribution in the first week after the end
of each quarter. The Partnership attempts to maintain a stable
distribution rate from quarter to quarter. Redemption payments
are paid to redeeming Partners in the fourth quarter of each
year. The redemption payments generally are funded with cash
that would normally be paid as part of the regular quarterly
distributions. As a result, total distributions and
distributions payable have fluctuated from year to year due to
cash used to fund redemption payments.
ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS (Continued)
During the first three months of 1998, the Partnership
distributed $13,345 of net sale proceeds to the Limited and
General Partners as a part of their regular quarterly
distributions, which represented a return of capital of $0.95 per
Limited Partnership Unit. In April, 1998, the Partnership
distributed $707,071 of net sale proceeds to the Limited and
General Partners as a special distribution, which represented a
return of capital of $50.29 per Limited Partnership Unit. The
distribution reduced the Limited Partners' Adjusted Capital
Contribution. Effective April 1, 1998, the Partnership's
distribution rate was reduced from 6.0% to 5.0% on the reduced
capital balance. As a result, distributions during the first
three months of 1998 were higher when compared to the same period
in 1999.
The Partnership may acquire Units from Limited Partners
who have tendered their Units to the Partnership. Such Units may
be acquired at a discount. The Partnership is not obligated to
purchase in any year more than 5% of the number of Units
outstanding at the beginning of the year. In no event shall the
Partnership be obligated to purchase Units if, in the sole
discretion of the Managing General Partner, such purchase would
impair the capital or operation of the Partnership.
During 1998, twenty-seven Limited Partners redeemed a
total of 313.25 Partnership Units for $161,072 in accordance with
the Partnership Agreement. The Partnership acquired these Units
using Net Cash Flow from operations. In prior years, a total of
101 Limited Partners redeemed 1,080.6 Partnership Units for
$829,400. The redemptions increase the remaining Limited
Partners' ownership interest in the Partnership.
The continuing rent payments from the properties should be
adequate to fund continuing distributions and meet other
Partnership obligations on both a short-term and long-term basis.
ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS (Continued)
Cautionary Statement for Purposes of the "Safe Harbor" Provisions
of the Private Securities Litigation Reform Act of 1995
The foregoing Management's Discussion and Analysis
contains various "forward looking statements" within the meaning
of federal securities laws which represent management's
expectations or beliefs concerning future events, including
statements regarding anticipated application of cash, expected
returns from rental income, growth in revenue, taxation levels,
the sufficiency of cash to meet operating expenses, rates of
distribution, and other matters. These, and other forward
looking statements made by the Partnership, must be evaluated in
the context of a number of factors that may affect the
Partnership's financial condition and results of operations,
including the following:
<BULLET> Market and economic conditions which affect
the value of the properties the Partnership owns and
the cash from rental income such properties generate;
<BULLET> the federal income tax consequences of rental
income, deductions, gain on sales and other items and
the affects of these consequences for investors;
<BULLET> resolution by the General Partners of
conflicts with which they may be confronted;
<BULLET> the success of the General Partners of
locating properties with favorable risk return
characteristics;
<BULLET> the effect of tenant defaults; and
<BULLET> the condition of the industries in which the
tenants of properties owned by the Partnership operate.
PART II - OTHER INFORMATION
ITEM 1.LEGAL PROCEEDINGS
There are no material pending legal proceedings to which
the Partnership is a party or of which the Partnership's
property is subject.
ITEM 2.CHANGES IN SECURITIES
None.
ITEM 3.DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4.SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
ITEM 5.OTHER INFORMATION
None.
PART II - OTHER INFORMATION
(Continued)
ITEM 6.EXHIBITS AND REPORTS ON FORM 8-K
a. Exhibits -
Description
27 Financial Data Schedule for period
ended March 31, 1999.
b. Reports filed on Form 8-K - None.
SIGNATURES
In accordance with the requirements of the Exchange Act,
the Registrant has caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
Dated: May 7, 1999 AEI Real Estate Fund XVI
Limited Partnership
By: AEI Fund Management XVI, Inc.
Its: Managing General Partner
By: /s/ Robert P. Johnson
Robert P. Johnson
President
(Principal Executive Officer)
By: /s/ Mark E. Larson
Mark E. Larson
Chief Financial Officer
(Principal Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000804127
<NAME> AEI REAL ESTATE FUND XVI LIMITED PARTNERSHIP
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> MAR-31-1999
<CASH> 110,726
<SECURITIES> 0
<RECEIVABLES> 20,364
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 131,090
<PP&E> 9,991,068
<DEPRECIATION> (2,368,380)
<TOTAL-ASSETS> 7,753,778
<CURRENT-LIABILITIES> 207,628
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 7,374,146
<TOTAL-LIABILITY-AND-EQUITY> 7,753,778
<SALES> 0
<TOTAL-REVENUES> 261,922
<CGS> 0
<TOTAL-COSTS> 114,854
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 147,068
<INCOME-TAX> 0
<INCOME-CONTINUING> 147,068
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 147,068
<EPS-PRIMARY> 10.70
<EPS-DILUTED> 10.70
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