FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1996
-----------------------------------
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
--------------- ----------------
Commission file number
0-20017
----------------------
CNL Income Fund IX, Ltd.
------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Florida 59-3004138
---------------------------- -------------------------------
(State or other jurisdiction (I.R.S. Employer
of incorporation or organiza- Identification No.)
tion)
400 E. South Street, #500
Orlando, Florida 32801
---------------------------- -------------------------------
(Address of principal (Zip Code)
executive offices)
Registrant's telephone number
(including area code) (407) 422-1574
-------------------------------
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Sections 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
------- -------
CONTENTS
--------
Part I Page
----
Item 1. Financial Statements:
Condensed Balance Sheets 1
Condensed Statements of Income 2
Condensed Statements of Partners' Capital 3
Condensed Statements of Cash Flows 4
Notes to Condensed Financial Statements 5
Item 2. Management's Discussion and Analysis
of Financial Condition and
Results of Operations 6-8
Part II
Other Information
9
CNL INCOME FUND IX, LTD.
(A Florida Limited Partnership)
CONDENSED BALANCE SHEETS
June 30, December 31,
ASSETS 1996 1995
------ ----------- ------------
Land and buildings on operating
leases, less accumulated
depreciation of $1,120,546 and
$994,804 $14,923,290 $15,049,032
Net investment in direct financing
leases 8,014,460 8,054,681
Investment in joint ventures 5,772,509 5,851,988
Cash and cash equivalents 1,184,911 1,117,382
Receivables, less allowance for
doubtful accounts of $23,595 and
$14,762 29,509 163,079
Prepaid expenses 9,759 932
Organization costs, less
accumulated amortization of
$10,000 and $9,444 - 556
Accrued rental income 1,416,929 1,279,605
----------- -----------
$31,351,367 $31,517,255
=========== ===========
LIABILITIES AND PARTNERS' CAPITAL
---------------------------------
Accounts payable $ 1,707 $ 838
Accrued and escrowed real estate
taxes payable 72,556 53,656
Distributions payable 787,501 822,500
Due to related parties 3,576 6,044
Rents paid in advance and deposits 55,343 49,916
----------- -----------
Total liabilities 920,683 932,954
Partners' capital 30,430,684 30,584,301
----------- -----------
$31,351,367 $31,517,255
=========== ===========
See accompanying notes to condensed financial statements.
CNL INCOME FUND IX, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF INCOME
Quarter Ended Six Months Ended
June 30, June 30,
1996 1995 1996 1995
--------- -------- ---------- ----------
Revenues:
Rental income from
operating leases $ 455,069 $ 472,666 $ 925,149 $ 941,866
Earned income from direct
financing leases 229,607 231,837 459,799 464,191
Contingent rental income 14,227 9,133 20,498 17,557
Interest and other income 21,208 15,943 32,520 28,895
--------- --------- ---------- ----------
720,111 729,579 1,437,966 1,452,509
--------- --------- ---------- ----------
Expenses:
General operating and
administrative 38,868 30,407 79,257 56,182
Professional services 4,114 5,995 13,167 10,859
Real estate taxes 4,952 11,722 9,905 11,722
State and other taxes 265 335 9,601 11,123
Depreciation and amorti-
zation 62,927 63,370 126,298 126,741
--------- --------- ---------- ----------
111,126 111,829 238,228 216,627
--------- --------- ---------- ----------
Income Before Equity in
Earnings of Joint Ventures 608,985 617,750 1,199,738 1,235,882
Equity in Earnings of Joint
Ventures 116,327 116,001 221,647 221,796
--------- --------- ---------- ----------
Net Income $ 725,312 $ 733,751 $1,421,385 $1,457,678
========= ========= ========== ==========
Allocation of Net Income:
General partners $ 7,253 $ 7,338 $ 14,214 $ 14,577
Limited partners 718,059 726,413 1,407,171 1,443,101
--------- --------- ---------- ----------
$ 725,312 $ 733,751 $1,421,385 $1,457,678
========= ========= ========== ==========
Net Income Per Limited
Partner Unit $ 0.21 $ 0.21 $ 0.40 $ 0.41
========= ========= ========== ==========
Weighted Average Number
of Limited Partner
Units Outstanding 3,500,000 3,500,000 3,500,000 3,500,000
========= ========= ========== ==========
See accompanying notes to condensed financial statements.
CNL INCOME FUND IX, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF PARTNERS' CAPITAL
Six Months Ended Year Ended
June 30, December 31,
1996 1995
---------------- ------------
General partners:
Beginning balance $ 133,789 $ 103,909
Net income 14,214 29,880
----------- ------------
148,003 133,789
----------- ------------
Limited partners:
Beginning balance 30,450,512 30,677,425
Net income 1,407,171 2,958,091
Distributions ($0.45 and $0.91
per limited partner unit,
respectively) (1,575,002) (3,185,004)
----------- ------------
30,282,681 30,450,512
----------- ------------
Total partners' capital $30,430,684 $ 30,584,301
=========== ============
See accompanying notes to condensed financial statements.
CNL INCOME FUND IX, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF CASH FLOWS
Six Months Ended
June 30,
1996 1995
----------- -----------
Increase (Decrease) in Cash and Cash
Equivalents:
Net Cash Provided by Operating
Activities $ 1,677,530 $ 1,688,457
----------- -----------
Cash Flows from Financing
Activities:
Distributions to limited
partners (1,610,001) (1,575,000)
----------- -----------
Net cash used in financing
activities (1,610,001) (1,575,000)
----------- -----------
Net Increase in Cash and Cash
Equivalents 67,529 113,457
Cash and Cash Equivalents at
Beginning of Period 1,117,382 1,169,110
----------- -----------
Cash and Cash Equivalents at End
of Period $ 1,184,911 $ 1,282,567
=========== ===========
Supplemental Schedule of Non-Cash
Investing and Financing Activities:
Net investment in direct
financing lease reclassified
as building under operating
lease $ - $ 552,301
=========== ===========
Distributions declared and
unpaid at end of period $ 787,501 $ 787,500
=========== ===========
See accompanying notes to condensed financial statements.
CNL INCOME FUND IX, LTD.
(A Florida Limited Partnership)
NOTES TO CONDENSED FINANCIAL STATEMENTS
Quarters and Six Months Ended June 30, 1996 and 1995
1. Basis of Presentation:
---------------------
The accompanying unaudited condensed financial statements have been
prepared in accordance with the instructions to Form 10-Q and do not
include all of the information and note disclosures required by generally
accepted accounting principles. The financial statements reflect all
adjustments, consisting of normal recurring adjustments, which are, in the
opinion of management, necessary to a fair statement of the results for
the interim periods presented. Operating results for the quarter and six
months ended June 30, 1996, may not be indicative of the results that may
be expected for the year ending December 31, 1996. Amounts as of December
31, 1995, included in the financial statements, have been derived from
audited financial statements as of that date.
These unaudited financial statements should be read in conjunction with
the financial statements and notes thereto included in Form 10-K of CNL
Income Fund IX, Ltd. (the "Partnership") for the year ended December 31,
1995.
Effective January 1, 1996, the Partnership adopted Statement of Financial
Accounting Standards No. 121, "Accounting for the Impairment of Long-Lived
Assets and for Long-Lived Assets to Be Disposed Of." The Statement
requires that an entity review long-lived assets and certain identifiable
intangibles, to be held and used, for impairment whenever events or
changes in circumstances indicate that the carrying amount of the asset
may not be recoverable. Adoption of this standard had no material effect
on the Partnership's financial position or results of operations.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
CNL Income Fund IX, Ltd. (the "Partnership") is a Florida limited
partnership that was organized on April 16, 1990, to acquire for cash, either
directly or through joint venture arrangements, both newly constructed and
existing restaurants, as well as land upon which restaurants were to be
constructed (the "Properties"), which are leased primarily to operators of
selected national and regional fast-food and family-style restaurant chains. The
leases are generally triple-net leases, with the lessees responsible for all
repairs and maintenance, property taxes, insurance and utilities. As of June
30, 1996, the Partnership owned 40 Properties, including interests in 13
Properties owned by joint ventures in which the Partnership is a co-venturer.
Liquidity and Capital Resources
- -------------------------------
The Partnership's primary source of capital for the six months ended June
30, 1996 and 1995, was cash from operations (which includes cash received from
tenants, distributions from joint ventures, and interest and other income
received, less cash paid for expenses). Cash from operations was $1,677,530 and
$1,688,457 for the six months ended June 30, 1996 and 1995, respectively. The
decrease in cash from operations for the six months ended June 30, 1996, is
primarily a result of changes in income and expenses as discussed in "Results of
Operations" below, and changes in the Partnership's working capital.
Currently, rental income from the Partnership's Properties is invested in
money market accounts or other short-term, highly liquid investments pending the
Partnership's use of such funds to pay Partnership expenses or to make
distributions to the partners. At June 30, 1996, the Partnership had $1,184,911
invested in such short-term investments as compared to $1,117,382 at December
31, 1995. The funds remaining at June 30, 1996, after payment of distributions
and other liabilities, will be used to meet the Partnership's working capital
and other needs.
Total liabilities of the Partnership, including distributions payable,
decreased to $920,683 at June 30, 1996, from $932,954 at December 31, 1995. The
general partners believe that the Partnership has sufficient cash on hand to
meet its current working capital needs.
Based primarily on cash from operations, the Partnership declared
distributions to the limited partners of $1,575,002 and $1,575,000 for the six
months ended June 30, 1996 and 1995, respectively ($787,501 and $787,500 for the
quarters ended June 30, 1996 and 1995, respectively). This represents
distributions for each applicable six months of $0.45 per unit ($0.23 per unit
for each applicable quarter). No distributions were made to the general
partners for the quarters and six months ended June 30, 1996 and 1995. No
amounts distributed or to be distributed to the limited partners for the six
months ended June 30, 1996 and 1995, are required to be or have been treated
by the Partnership as a
return of capital for purposes of calculating the limited partners' return on
their adjusted capital contributions. The Partnership intends to continue to
make distributions of cash available for distribution to the limited partners on
a quarterly basis.
The Partnership's investment strategy of acquiring Properties for cash and
leasing them under triple-net leases to operators who generally meet specified
financial standards minimizes the Partner-ship's operating expenses. The
general partners believe that the leases will continue to generate cash flow in
excess of operating expenses.
The general partners have the right, but not the obligation, to make
additional capital contributions if they deem it appro-priate in connection with
the operations of the Partnership.
Results of Operations
- ---------------------
During the six months ended June 30, 1996 and 1995, the Partnership owned
and leased 27 wholly owned Properties to operators of fast-food and family-style
restaurant chains. In connection therewith, during the six months ended June
30, 1996 and 1995, the Partnership earned $1,384,948 and $1,406,057,
respectively, in rental income from operating leases and earned income from
direct financing leases from these Properties, $684,676 and $704,503 of which
was earned during the quarters ended June 30, 1996 and 1995, respectively. The
decrease in rental and earned income was primarily attributable to the
Partnership's establishing an allowance for doubtful accounts of $14,000
relating to the Property in Copley Township, Ohio, during the quarter ended June
30, 1996. The operator remains responsible for payment of this amount; however,
due to the current financial difficulties the operator is experiencing, the
general partners believe collection of this amount of doubtful. The Partnership
will continue to pursue the collection of such amount and will recognize such
amount as income if collected.
During the six months ended June 30, 1996 and 1995, the Partnership also
earned $20,498 and $17,557, respectively, in contingent rental income, $14,227
and $9,133 of which was earned during the quarters ended June 30, 1996 and 1995,
respectively. The increase in contingent rental income is primarily
attributable to an increase in gross sales of certain restaurant Properties
requiring the payment of contingent rental income.
For the six months ended June 30, 1996 and 1995, the Partnership also
owned and leased 13 Properties indirectly through joint venture arrangements.
In connection therewith, during the six months ended June 30, 1996 and 1995, the
Partnership earned $221,647 and $221,796, respectively, attributable to net
income earned by these joint ventures, $116,327 and $116,001 of which was
earned during the quarters ended June 30, 1996 and 1995, respectively.
Operating expenses, including depreciation and amortization expense, were
$238,228 and $216,627 for the six months ended June 30, 1996 and 1995,
respectively, of which $111,126 and $111,829 was incurred for the quarters ended
June 30, 1996 and 1995, respectively. The increase in operating expenses during
the six months ended June 30, 1996, as compared to the six months ended June 30,
1995, is primarily the result of an increase in (i) accounting and
administrative expenses associated with operating the Partnership and its
Properties, (ii) professional services as a result of appraisal updates obtained
to prepare an annual statement of unit valuation to qualified plans in
accordance with the Partnership's partnership agreement, and (iii) insurance
expense as a result of the general partners' obtaining contingent liability and
property coverage for the Partnership, effective May 1995. This insurance
policy is intended to reduce the Partnership's exposure in the unlikely event a
tenant's insurance policy lapses or is insufficient to cover a claim relating to
the Property.
As a result of the former tenant of the Property in Copley Township, Ohio,
defaulting under the terms of its lease during 1994, the Partnership continued
to incur real estate taxes relating to this Property. Currently, the
Partnership is negotiating a lease with the franchisee operating the restaurant
located on the Property on a month-to-month basis. However, until a new lease
is executed for this Property, the Partnership expects to continue to incur real
estate taxes relating to this Property.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings. Inapplicable.
-----------------
Item 2. Changes in Securities. Inapplicable.
---------------------
Item 3. Defaults upon Senior Securities. Inapplicable.
-------------------------------
Item 4. Submission of Matters to a Vote of Security Holders.
---------------------------------------------------
Inapplicable.
Item 5. Other Information. Inapplicable.
-----------------
Item 6. Exhibits and Reports on Form 8-K.
--------------------------------
(a) Exhibits - None.
(b) No reports on Form 8-K were filed during the quarter ended
June 30, 1996.
SIGNATURES
----------
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
DATED this 2nd day of August, 1996.
CNL INCOME FUND IX, LTD.
By: CNL REALTY CORPORATION
General Partner
By: /s/ James M. Seneff, Jr.
-------------------------
JAMES M. SENEFF, JR.
Chief Executive Officer
(Principal Executive Officer)
By: /s/ Robert A. Bourne
-------------------------
ROBERT A. BOURNE
President and Treasurer
(Principal Financial and
Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the balance
sheet of CNL Income Fund IX, Ltd. at June 30, 1996,and its statement of income
for the six months then ended and is qualified in its entirety by reference to
the Form 10-Q of CNL Income Fund IX, Ltd. for the six months ended
June 30, 1996.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 1,184,911
<SECURITIES> 0
<RECEIVABLES> 53,104
<ALLOWANCES> 23,595
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 16,043,836
<DEPRECIATION> 1,120,546
<TOTAL-ASSETS> 31,351,367
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 30,430,684
<TOTAL-LIABILITY-AND-EQUITY> 31,351,367
<SALES> 0
<TOTAL-REVENUES> 1,437,966
<CGS> 0
<TOTAL-COSTS> 238,228
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 1,421,385
<INCOME-TAX> 0
<INCOME-CONTINUING> 1,421,385
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,421,385
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
<FN>
<F1>Due to the nature of its industry, CNL Income Fund IX, Ltd. has an unclassified
balance sheet; therefore, no values are shown above for the current assets and
current liabilities.
</FN>
</TABLE>
