<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
[X] Annual Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the fiscal year ended December 31, 1995
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 0-21536
Brauvin Corporate Lease Program IV L.P.
(Exact name of registrant as specified in its charter)
Delaware 36-3800611
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
150 South Wacker Drive, Chicago, Illinois 60606
(Address of principal executive offices) (Zip Code)
(312) 443-0922
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
registered
None None
Securities registered pursuant to Section 12(g) of the Act:
Limited Partnership Interests
(Title of class)
Indicate by check mark whether the registrant (1) has 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
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K (Section 229.405 of this chapter) is not contained
herein, and will not be contained, to the best of registrant's knowledge,
in definitive proxy or information statements incorporated by reference in
Part III of this Form 10-K or any amendment to this Form 10-K. [ X ]
The aggregate sales price of the limited partnership interests of the
registrant (the "Units") to unaffiliated investors of the registrant was
$16,008,310 at December 31, 1993. This does not reflect market value. This
is the price at which the Units were sold to the public during the initial
offering period. There is no current market for the Units nor have any Units
been sold within the last 60 days prior to this filing except for Units sold
to or by the registrant pursuant to the registrant's distribution
reinvestment plan, as described in the prospectus of the registrant dated
December 12, 1991 (the "Prospectus") as supplemented March 25, 1992 and June
17, 1993 and filed pursuant to Rule 424(b) and Rule 424(c) under the
Securities Act of 1933, as amended.
Portions of the Prospectus are incorporated by reference into Parts II, III
and IV of this Annual Report on Form 10-K.
<PAGE>
BRAUVIN CORPORATE LEASE PROGRAM IV L.P.
1995 FORM 10-K ANNUAL REPORT
INDEX
PART I
Page
Item 1. Business . . . . . . . . . . . . . . . . . . . . . . . . . 3
Item 2. Properties . . . . . . . . . . . . . . . . . . . . . . . . 5
Item 3. Legal Proceedings. . . . . . . . . . . . . . . . . . . . . 13
Item 4. Submission of Matters to a Vote of Security Holders. . . . 13
PART II
Item 5. Market for the Registrant's Units and Related Security
Holder Matters . . . . . . . . . . . . . . . . . . . . . . 14
Item 6. Selected Financial Data. . . . . . . . . . . . . . . . . . 15
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations. . . . . . . . . . . . 17
Item 8. Consolidated Financial Statements and Supplementary Data . . 21
Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure. . . . . . . . . . . . . 21
PART III
Item 10. Directors and Executive Officers of the Partnership . . . . 22
Item 11. Executive Compensation. . . . . . . . . . . . . . . . . . 24
Item 12. Security Ownership of Certain Beneficial Owners
and Management . . . . . . . . . . . . . . . . . . . . . . 26
Item 13. Certain Relationships and Related Transactions. . . . . . 27
PART IV
Item 14. Exhibits, Consolidated Financial Statements and Schedules,
and Reports on Form 8-K. . . . . . . . . . . . . . . . . . 28
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
<PAGE> PART I
Item 1. Business.
Brauvin Corporate Lease Program IV L.P. (the "Partnership") is a
Delaware limited partnership formed in August 1991 for the purpose of
acquiring debt-free ownership of existing, income-producing retail and
other commercial properties predominantly all of which will be subject
to "triple-net" leases. It is anticipated that these properties will be
leased primarily to corporate lessees of national and regional retail
businesses, service providers and other users consistent with "triple
net" lease properties. The leases will be long-term and provide for a
base minimum annual rent with periodic increases in rent as a result of:
(i) fixed increases on specific dates; (ii) upward adjustments to
indices, such as the Consumer Price Index, to which base rents are
indexed; or (iii) participation in lessees' gross sales above a stated
level. The Partnership had not sold any of its limited partnership
interests (the "Units") as of December 31, 1991, pursuant to a
Registration Statement on Form S-11 under the Securities Act of 1933, as
amended, dated December 12, 1991 (the "Offering"). The Offering was
conditioned upon the sale of $1,200,000 of Units, which was achieved on
April 27, 1992. The Offering was anticipated to close on
December 11, 1992 but the Partnership obtained an extension until
December 11, 1993, with the appropriate governmental approval. A total
of 1,600,831 Units were sold to the public at $10 per Unit ($16,008,310)
through December 11, 1993. An additional $394,118 of Units was sold
through the Partnership's distribution reinvestment plan (the "Plan") as
of December 31, 1995. As of December 31, 1995, $83,706 of Units sold
through the Offering have been purchased by the Partnership from
investors liquidating their investment and retired. The investors in
the Partnership (the "Limited Partners") share in the benefits of
ownership of the Partnership's real property investments based on the
number of Units owned by each Limited Partner compared to the total
number of Units sold.
The principal investment objectives of the Partnership are: (i)
preservation and protection of capital; (ii) distribution of the
Partnership's current cash flow attributable to rental income; (iii)
capital appreciation; (iv) the potential for increased income through
escalations in the base rent or participation in the growth of the sales
of the tenants of the Partnership's properties; (v) the deferral of the
taxation of cash distributions for investors who are not exempt from
federal taxation; and (vi) the production of "passive" income to offset
"passive" losses from other investments.
The General Partners believe that the Partnership has, to date, met
its principal investment objectives as follows: (i) the Partnership
believes that capital is preserved and protected through routine upkeep
of properties and continued payment of real estate taxes and insurance
<PAGE>
premiums; (ii) the Partnership has and will continue to distribute
current cash flow attributable to rental income; (iii) it appears that
capital is appreciating as cash flow is increasing for individual
properties (final determination cannot be made until properties are
sold); (iv) the Partnership participates in each lease either through
escalation in the base rent or participation in the sales of the lessees
of the Partnership's properties; (v) the cash distributions for the
Class A Investors (generally taxable investors not in need of passive
income)have been partially sheltered by depreciation as explained below;
and (vi) the Partnership has produced "passive income".
Some tax shelter of cash distributions by the Partnership will be
available to Class A Investors through depreciation of the underlying
properties. Class A Investors benefit from the special allocation of
all depreciation to the Units which they acquired from the Partnership
because their reduced taxable income each year will result in a
reduction in taxes due, although no "spill-over" losses are expected.
Taxable income generated by property operations will likely be
considered passive income for federal income tax purposes because
Section 469(c)(2) of the Internal Revenue Code states that a passive
activity includes "any rental activity" and, therefore, is available to
offset losses Class A Investors may have realized in other passive
investments.
It is anticipated that during the early years of the Partnership the
Limited Partners will receive cash distributions in excess of their
allocable share of the Partnership's income, and substantially in excess
of their tax liability thereon, particularly the Class A Investors, due
to the special allocation of depreciation deductions, although the Class
A Investors will recognize more income from the ultimate sale of
Partnership properties.
Taxable income generated by property operations will likely be
considered passive income for federal income tax purposes and,
therefore, such income can be used to offset losses Limited Partners
will receive from other passive investments, subject to certain
limitations.
The Partnership intends to dispose of its properties approximately
seven to nine years after their acquisition with a view towards
liquidation of the Partnership within that period. The restated limited
partnership agreement of the Partnership (the "Agreement") provides that
the Partnership shall terminate December 31, 2011, unless sooner
terminated.
The terms of the transactions between the Partnership and affiliates
of the General Partners are set forth in Item 13 below to which
<PAGE>
reference is hereby made for a description of such terms and
transactions.
The Partnership has no employees.
Market Conditions/Competition
The Partnership competes with many other entities engaged in real
estate investment activities to acquire property, some of which have
greater assets than the Partnership. In addition, the number of
entities and the amount of funds available for investment in properties
of a type suitable for investment by the Partnership may increase,
resulting in increased competition for such investments and possible
increases in the prices paid therefor.
As it is anticipated that the leases of the Partnership's properties
will entitle the Partnership to participate in gross receipts of lessees
above fixed minimum amounts, the success of the Partnership will depend
in part on the ability of those lessees to compete with similar
businesses in their respective vicinities.
The Partnership also competes with many other entities engaged in
real estate investment activities in the disposition of property. The
ability to locate purchasers will depend primarily on the success of the
operating properties and the desirability of the location of the
operating properties.
Item 2. Properties.
The following properties have been acquired during the last three
years:
On April 21, 1993, the Partnership purchased the land and buildings
underlying two Chuck E. Cheese's restaurants from ShowBiz Pizza Time,
Inc. ("ShowBiz") for $2,085,000, plus closing costs. One restaurant is
located in Springfield, Ohio and the second is located in Ashwaubenon,
Wisconsin, just outside of Green Bay. Each of the restaurants are
leased to ShowBiz under existing leases which expire August 31, 2005,
with two five-year renewal options. ShowBiz is required to pay base
minimum rent ($20,417) each month plus percentage rent annually based
upon 5% of gross sales, in excess of a stated amount. In addition, base
rent will be increased every five years, with the first increase
scheduled for January 1, 1996. Pursuant to the triple-net lease,
ShowBiz is responsible for all obligations and expenses incident to the
operation and maintenance of the restaurants including all taxes,
insurance premiums and structural repairs.
<PAGE>
On May 3, 1993, the Partnership purchased the land and building
underlying a Mrs. Winner's Chicken & Biscuit restaurant from
Mrs. Winner's, L.P. for $600,000, plus closing costs. The restaurant is
located in Oakwood, Georgia. The restaurant is leased to Mrs. Winner's,
L.P. for a 20 year term expiring May 31, 2013, with two five-year
renewal options. The lease is guaranteed by RTM, Inc., a limited
partner in Mrs. Winner's, L.P., which reported a net worth in excess of
$20 million at the time the Partnership entered into the letter of
intent to purchase the property (January 22, 1993). Mrs. Winner's, L.P.
is required to pay base minimum rent ($6,000) each month plus percentage
rent annually based upon 7% of gross sales in excess of a stated amount.
In addition, base rent is increased 10% every five years, with the first
increase scheduled for May 1, 1998. Pursuant to the triple net-lease,
Mrs. Winner's, L.P. is responsible for all obligations and expenses
incident to the operation and maintenance of the restaurant including
all taxes, insurance premiums and structural repairs.
On July 15, 1993, the Partnership purchased the land and building
underlying a SoFro (d.b.a. House of Fabrics) fabric store from an
unaffiliated developer for $1,430,000, plus closing costs. The store is
leased to SoFro Fabrics, Inc. ("SoFro") and guaranteed by its parent
company, House of Fabrics, Inc. under an existing lease which expires
March 31, 2008, with two five-year renewal options. SoFro is required
to pay base minimum rent each month which will be increased by $10,000
per annum every five years with the first increase scheduled for
April 1, 1998. Pursuant to the triple-net lease, SoFro is responsible
for all obligations and expenses incident to the operation and
maintenance of the store including all taxes and insurance premiums, but
not including roof and structural repairs. The roof, however, is
guaranteed by the manufacturer until 2003.
In October 1994 House of Fabrics filed for protection under Chapter
11 of the United States Bankruptcy Code. At the time of the filing the
tenant was over one month in arrears. From October 1994 until January
1996, House of Fabrics occupied the Joliet property and paid all rents
and occupancy expenses on a timely basis.
In August 1995, House of Fabrics notified the Partnership that, under
the provisions of the bankruptcy code, they had rejected the lease and
indicated that they would vacate the property at the end of January
1996. House of Fabrics vacated the property on January 31, 1996. The
Partnership has engaged a national brokerage firm to assist in re-leasing
this property.
On September 8, 1993, the Partnership purchased the land and building
underlying a Volume ShoeSource store, a division of Payless ShoeSource
Inc., from Payless ShoeSource, Inc. for $1,627,822, plus closing costs.
The store was leased to May Department Stores Company Inc. for 10 years
<PAGE>
starting on the day of closing and expiring on September 30, 2003
plus four five-year options. The tenant is obligated to pay base
minimum rent each month. In addition, the lease includes minimum rent
escalations of 15% of the then minimum base rent every five years
beginning in the sixth year of the lease. The tenant leased the
property under an absolute triple-net lease whereby the tenant pays for
all expenses related to the property including real estate taxes,
insurance premiums, maintenance and repair costs.
On November 9, 1993, the Partnership purchased a 70.2% interest in
a joint venture (the "Joint Venture") with affiliated public limited
real estate partnerships that acquired the land and building underlying
a 25,000 square foot CompUSA computer superstore, from an unaffiliated
seller (the "Seller") for $2,350,000, plus closing costs. The Seller
undertook to expand the store by an additional 1,150 square feet
pursuant to a lease amendment executed by the Tenant, as hereinafter
defined. The store was completed in March 1993, and is leased to
CompUSA, Inc. (the "Tenant"), a NYSE-listed company, for a minimum term
of 15 years upon completion of the expansion space. The Tenant has the
option to renew the lease for up to four additional terms of five years
each. The Tenant is obligated to pay base minimum rent each month in
the amount of $20,703, plus periodic fixed increases of $ .50 per square
foot of leasable area every five years beginning in the sixth lease
year. The Tenant leased the property under a triple net lease whereby
the Tenant pays for all expenses related to the property including real
estate taxes, insurance, maintenance and repair costs. The Joint
Venture is responsible for the roof and structural components of the
building excluding normal maintenance. The roof has a 15-year
manufacturer's warranty (from the date of completion) that has been
assigned to the Joint Venture.
On January 18, 1994, the Partnership purchased the land and the
6,240 square foot building (the "East Side Mario's Property") underlying
an East Side Mario's restaurant, located in Copley, Ohio, from Morgan's
Foods, Inc. for $1,435,000 plus closing costs. Morgan's Food is the
East Side Mario's franchisee for the State of Ohio. During 1994, the
franchisor, Prime Group of Canada, Inc., sold the East Side Mario's
concept to Pizza Hut, Inc., a division of Pepsico, Inc. This sale has
no effect on the existing lease. The store is leased to Morgan's
Creative Concepts, Inc. and the lease is guaranteed by the parent
company, Morgan's Food, Inc. for 20 years expiring on January 31, 2014,
plus two ten year options. The tenant is obligated to pay base minimum
rent each month in the amount of $13,453 plus minimum rent escalations
of 15% of the then minimum base rent every five years beginning in the
sixth year of the lease. The tenant is also obligated to pay percentage
rent of 5% of total annual sales which exceed a pre-established amount.
The tenant leased the East Side Mario's Property under a triple-net
lease whereby the tenant pays for all expenses related to the East Side
<PAGE>
Mario's Property including real estate taxes, insurance, and
maintenance and repair costs.
On February 23, 1994, the Partnership purchased the land and the
7,028 square foot building (the "Blockbuster Property") underlying a
Blockbuster Video store located in Eagan, Minnesota, from an
unaffiliated seller, for a purchase price of $905,000 plus closing
costs. The Blockbuster Property is leased to Mid-America Entertainment
Company (the "Blockbuster Tenant"), a privately held company under an
existing lease for a ten year period expiring on November 30, 2003. The
Blockbuster Tenant has the option to renew the lease for two additional
five year periods. The Blockbuster Tenant is the exclusive Blockbuster
Video franchisee for most of the State of Minnesota and parts of Iowa.
The Blockbuster Tenant is obligated to pay base minimum rent each month
in the amount of $8,931 plus periodic increases beginning in the third
lease year.
The Blockbuster Tenant leased the Blockbuster Property under a
triple-net lease whereby the Blockbuster Tenant pays for all expenses
related to the Blockbuster property including real estate taxes,
insurance premiums, maintenance and repair costs. The Partnership is
responsible for repairs to the roof and structure. The General Partners
believe that these items will be non-material during the lease term as
the building was completed in November 1993 and the Partnership obtained
a roof guarantee for the duration of the lease term. The Partnership
may reserve a portion of the rent for possible repairs in the future.
On February 28, 1994, the Partnership purchased the land and the
8,500 square foot building (the "Walden Books Property") occupied by a
Walden Books store located in Miami, Florida, from an unaffiliated
seller, for a purchase price of $1,680,000 plus closing costs. The
Walden Books Property was completed in November 1988 and is leased under
a triple-net lease to Walden Books, Inc. (the "Walden Books Tenant") for
a minimum term ending January 31, 2009. Walden Books, Inc. is one of
the largest bookstore chains in the country with approximately 1,150
stores and gross revenues of over one billion dollars. The Walden Books
Tenant is obligated to pay base minimum rent each month in the amount of
$14,167 with scheduled increases in rent beginning in February 1999.
The Walden Books Tenant is also obligated to pay percentage rent based
on the total annual sales which exceed a pre-established amount.
The Walden Books Tenant leased the Walden Books Property under a
triple-net lease whereby the Walden Books Tenant pays for all expenses
related to the Walden Books Property including real estate taxes,
insurance premiums and maintenance and repair costs. The Partnership is
responsible for repairs to the roof and structure. The General Partners
believe these items will be minimal during the lease term as the
<PAGE>
building is in good condition. The Partnership may reserve a portion of
the rent for possible repairs in the future.
The Partnership is a landlord only and does not participate in the
operations of any of the properties discussed herein. All lease
payments due to the Partnership are current. At December 31, 1995, all
properties are 100% occupied. All properties were paid for in cash,
without any financing. The General Partners believe that all properties
are adequately insured.
The following is a demographic summary of the real estate and
improvements purchased by the Partnership:
Steak n Shake:
Peerless Park, Missouri
The property is located on the southeast corner of Highway 141 and
Interstate I-44, approximately 16 miles southwest of downtown St. Louis.
The single-story building is 3,860 square feet situated on a 39,500
square foot parcel of land.
Children's World Learning Center:
Arlington, Texas
The property is located at 1235 West Sublet. The building is 4,950
square feet built on 0.625 acres of land. The single-story, wood-frame
building has brick veneer exterior and has a pitched roof with asphalt
shingles. The building was constructed in 1984.
Chuck E. Cheese's Restaurants:
Ashwaubenon, Wisconsin
The Chuck E. Cheese restaurant is located at 1273 Lombardi Access
Road. The building consists of 10,183 square feet situated on a 3.385
acre parcel and was constructed in 1983 utilizing a steel frame with
birch and wood siding.
Springfield, Ohio
The Chuck E. Cheese restaurant is located at 2345 Valley Loop Road.
The building consists of 10,183 square feet situated on a 2.769 acre
parcel and was constructed in 1983 utilizing a steel frame with concrete
block.
<PAGE>
Mrs. Winner's Chicken & Biscuit Restaurant:
Oakwood, Georgia
The Mrs. Winner's Chicken & Biscuit restaurant is located at 3465
Mundy Mill Road. The building consists of 2,436 square feet situated on
a 25,700 square foot parcel and was constructed in 1983 utilizing
concrete block construction with vinyl siding.
House of Fabrics:
Joliet, Illinois
The House of Fabrics store is located at 2900 Colorado Avenue. The
building consists of 20,000 square feet situated on a 1.299 acre parcel
and was constructed in 1993 utilizing concrete block construction with
steel frame and metal deck roof.
In October 1994 House of Fabrics filed for protection under Chapter
11 of the United States Bankruptcy Code. At the time of the filing the
tenant was over one month in arrears. From October 1994 until January
1996, House of Fabrics occupied the Joliet property and paid all rents
and occupancy expenses on a timely basis.
In August 1995, House of Fabrics notified the Partnership that, under
the provisions of the bankruptcy code, they had rejected the lease and
indicated that they would vacate the property at the end of January
1996. House of Fabrics vacated the property on January 31, 1996. The
Partnership has engaged a national brokerage firm to assist in re-leasing
this property.
Volume ShoeSource:
Blaine, Washington
The Volume ShoeSource store is located at 439 Peace Portal Drive.
The building consists of 10,900 square feet situated on a .389 acre
parcel and was fully renovated in 1992.
CompUSA:
Duluth, Georgia
The CompUSA store is a 25,000 square foot single story building
located on a 105,919 square foot parcel in Duluth, a suburb of Atlanta,
in the Gwinnett Place Mall Shopping Area. The single story building was
completed in March 1993.
<PAGE>
Blockbuster Video:
Eagan, Minnesota
The property is located at 2075 Cliff Road and consists of a 7,028
square foot building situated on a 37,364 square foot parcel of land.
The building was constructed in 1993 of concrete block and steel frame
covered with stucco.
East Side Mario's:
Copley, Ohio
The property is located at 85 W. Montrose Avenue and consists of a
6,240 square foot building situated on 1.76 acres of land. The building
was constructed in 1993 of concrete block and steel frame.
Walden Books Store:
Miami, Florida
The property is located on the southeast corner of Kendall Drive and
S.W. 112th Street and consists of a 8,500 square foot building situated
on .743 acres of land. The building was constructed in 1988 of masonry
block with stucco and dryvit parapet.
The following table summarizes the operations of the Partnership's
properties:
<PAGE>
<TABLE>
BRAUVIN CORPORATE LEASE PROGRAM IV L.P.
SUMMARY OF OPERATING DATA
DECEMBER 31, 1995
<CAPTION>
PERCENT OF 1995 1995 LEASE
PURCHASE ORIGINAL RENTAL PERCENT EXPIRATION RENEWAL
PROPERTIES PRICE UNITS SOLD INCOME OF TOTAL DATES OPTIONS
<S> <C> <C> <C> <C> <C> <C>
1 STEAK N' SHAKE RESTAURANT $ 995,000 6.2% $ 133,992 8.6% 2010 2 TEN YEAR OPTIONS
1 CHILDREN'S WORLD LEARNING CENTER 425,000 2.7% 50,071 3.2% 2007 2 FIVE YEAR OPTIONS
2 CHUCK E. CHEESE'S RESTAURANTS 2,085,000 13.0% 270,487 17.3% 2005 2 FIVE YEAR OPTIONS
1 MRS. WINNER'S CHICKEN & BISCUIT 600,000 3.7% 92,315 5.9% 2013 2 FIVE YEAR OPTIONS
1 HOUSE OF FABRICS STORE 1,430,000 8.9% 160,296 10.2% 2008 2 FIVE YEAR OPTIONS
1 VOLUME SHOESOURCE STORE 1,627,822 10.2% 189,278 12.1% 2003 4 FIVE YEAR OPTIONS
1 BLOCKBUSTER VIDEO 905,000 5.7% 113,154 7.2% 2003 2 FIVE YEAR OPTIONS
1 EAST SIDE MARIO'S 1,435,000 9.0% 197,325 12.6% 2014 2 TEN YEAR OPTIONS
1 WALDEN BOOK CO. INC. 1,680,000 10.5% 175,698 11.2% 2009 NONE
70.2% OF 1 COMPUSA STORE 1,649,700 10.3% 183,306 11.7% 2008 4 FIVE YEAR OPTIONS
$12,832,522 80.2% $1,565,922 100.0%
<FN>
<F1>
NOTE - THE FORMAT OF THIS SCHEDULE DIFFERS FROM THE INCOME STATEMENT OF THE PARTNERSHIP.
THIS SCHEDULE ALLOCATES THE PARTNERSHIP'S SHARE OF PURCHASE PRICE AND RENTAL INCOME
FORM EACH JOINT VENTURE. THE INCOME STATEMENT USES THE EQUITY METHOD OF ACCOUNTING,
THEREFORE, NO RENTAL INCOME IS RECORDED IN THE RENTAL INCOME ACCOUNTS FOR THE JOINT VENTURE.
</FN>
</TABLE>
<PAGE>
Risk of Ownership
The possibility exists that the tenants of the Partnership's
properties as well as lease guarantors, if any, may be unable to fulfill
their obligations pursuant to the terms of their leases, including
making base rent or percentage rent payments to the Partnership. Such
a default by the tenants or a premature termination of any one of the
leases (as is the case with the House of Fabrics) could have an adverse
effect on the financial position of the Partnership. Furthermore, the
Partnership may be unable to successfully locate a substitute tenant due
to the fact that these buildings have been designed or built primarily
to house a particular type of operation. Thus, the properties may not
be readily marketable to a new tenant without substantial capital
improvements or remodeling. Such improvements may require expenditure
of Partnership funds which might otherwise be available for
distribution.
Item 3. Legal Proceedings.
On October 14, 1993, an affiliate of the Partnership, Brauvin, Inc.,
brought a lawsuit against an unaffiliated seller due to the seller's
alleged refusal to proceed under the terms of a purchase and sale
agreement Brauvin, Inc. entered into to acquire three properties in
Jacksonville, Florida. In this lawsuit, Brauvin, Inc. has sought
specific performance of the purchase and sale agreement to require the
unaffiliated seller to sell the subject properties to Brauvin, Inc.
Brauvin, Inc. subsequently amended its complaint to add the tenant of
the properties, Rally's, Inc., as an additional defendant seeking an
unspecified amount of damages. Rally's, Inc. was added because of its
activities which Brauvin, Inc. alleges have tortiously interfered with
the business relations between Brauvin, Inc. and the seller.
In response to the lawsuit, the seller made a counterclaim against
Brauvin, Inc. with counts for slander of title, tortious interference
with an advantageous business relationship, conspiracy and to quiet
title. The seller had also sued a former employee of Brauvin, Inc. The
counterclaim is seeking damages in an amount in excess of $2,000,000,
together with punitive damages. The Partnership filed a motion to
dismiss as the Partnership believes the Florida court does not have
jurisdiction over the Partnership. During 1994, the motion to dismiss
was denied. The Partnership and seller have held discussions in an
attempt to resolve the claims. Currently, the claims have not been
resolved and if no resolution occurs the Partnership intends to
vigorously defend itself with respect to this action.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
<PAGE>
PART II
Item 5. Market for the Registrant's Units and Related Security Holder
Matters.
At December 31, 1995, there were 888 Limited Partners in the
Partnership. There is no established public trading market for Units
and it is not anticipated that there will be a public market for Units.
Neither the General Partners nor the Partnership are obligated to redeem
or repurchase Units, but the Partnership may, as described under the
section of the Prospectus entitled "Unit Repurchase Program" on pages
73-74 of the Prospectus, purchase Units under certain very limited
circumstances. Units in the hands of a transferee will retain the same
character as in the hands of the transferor. Thus, the transferee,
whether a taxable or tax-exempt investor, who acquires a Unit from a
Class B Investor, as such term is defined in the Agreement, will not be
allocated any depreciation and, conversely, a transferee who is a
tax-exempt investor and acquires a Unit from a Class A Investor will be
allocated depreciation even though such depreciation may not provide a
benefit to it.
Pursuant to the terms of the Agreement, there are restrictions on
the ability of the Limited Partners to transfer their Units. In all
cases, the General Partners must consent to the substitution of a
Limited Partner.
Cash distributions to Limited Partners for 1995, 1994 and 1993 were
$1,296,726, $1,244,736, and $495,347, respectively. Distributions of
operating cash flow, if available, shall be paid four times per year, 45
days after the end of each calendar quarter or are paid monthly within
15 days of the end of the month, depending upon the Limited Partners
preference. The actual distribution, for 1993, to each investor was
calculated on a per diem basis from the date of the investment at an
annualized rate of 5-6%. The distribution was generated from a
combination of property operations and interest income. No amount
distributed in 1995 was a return of capital.
<PAGE>
Item 6. Selected Financial Data.
BRAUVIN CORPORATE LEASE PROGRAM IV L.P.
(a Delaware limited partnership)
(not covered by Independent Auditors' Report)
Year Ended Year Ended Year Ended
December 31, December 31, December 31,
1995 1994 1993
Selected Income Statement Data:
Rental Income $1,643,736 $ 1,571,077 $ 639,565
Interest Income 31,777 37,754 124,814
Net Income 1,203,510 1,030,281 492,617
Net Income Per Unit (a) $ 0.74 $ 0.64 $ 0.42
Selected Balance Sheet Data:
Cash and Cash Equivalents $ 711,167 $ 569,244 $ 4,803,350
Land, Buildings and
Improvements 14,308,630 14,308,630 10,066,508
Total Assets 14,850,948 14,895,510 15,009,234
Cash Distributions to Limited
Partners 1,296,726 1,244,736 495,347
Cash Distributions to Limited
Partners Per Unit (a) $ 0.80 $ 0.77 $ 0.43
(a) Net income per Unit and cash distributions per Unit are based
on the average Units outstanding during the year since they were of
varying dollar amounts and percentages based upon the dates Limited
Partners were admitted to the Partnership and additional Units were
purchased through the Plan.
The above selected financial data should be read in conjunction
with the consolidated financial statements and the related notes
appearing elsewhere in this annual report.
<PAGE>
BRAUVIN CORPORATE LEASE PROGRAM IV L.P.
(a Delaware limited partnership)
(not covered by Independent Auditors' Report)
For the Period
Year Ended August 7, 1991
December 31, (inception) to
1992 December 31, 1991
Selected Income Statement Data:
Rental Income $ 96,859 $ --
Interest Income 50,333 --
Net Income 47,090 --
Net Income Per Unit (a) $ 0.14 --
Selected Balance Sheet Data:
Cash and Cash Equivalents $2,411,424 $ 1,000
Land, Buildings and Improvements 3,454,263 --
Total Assets 6,166,502 252,208
Cash Distributions to Limited
Partners 75,484 --
Cash Distributions to Limited
Partners $ 0.22 $ --
(a) Net income per Unit and cash distributions per Unit are based
on the average Units outstanding during the year since they were of
varying dollar amounts and percentages based upon the dates Limited
Partners were admitted to the Partnership and additional Units were
purchased through the Plan.
The above selected financial data should be read in conjunction
with the consolidated financial statements and the related notes
appearing elsewhere in this annual report.
<PAGE>
Item 7. Management's Discussion and Analysis of Financial Condition
and Results of Operations.
Liquidity and Capital Resources
The Partnership commenced an offering to the public on December 12,
1991 of 3,300,000 Units, 300,000 of which are available only through the
Plan. The Offering was anticipated to close on December 11, 1992, but
was extended until December 11, 1993 with the appropriate governmental
approvals. None of the Units were subscribed and issued between
December 12, 1991 and December 31, 1991, pursuant to the Offering. The
Offering was conditioned upon the sale of $1,200,000, which was achieved
on April 27, 1992. The Partnership raised a total of $16,008,310
through the Offering and an additional $394,118 through the Plan through
December 31, 1995. As of December 31, 1995, Units valued at $83,706
have been purchased by the Partnership from Limited Partners liquidating
their original investment and have been retired.
On November 9, 1993, the Partnership purchased a 70.2% interest in
a joint venture (the "Joint Venture") with affiliated public limited
real estate partnerships that acquired the land and building underlying
a 25,000 square foot CompUSA computer superstore, from an unaffiliated
seller (the "Seller") for $2,350,000, plus closing costs. The Seller
undertook to expand the store by an additional 1,150 square feet
pursuant to a lease amendment executed by the Tenant, as hereinafter
defined. The store was completed in March 1993, and is leased to
CompUSA, Inc. (the "Tenant"), a NYSE-listed company, for a minimum term
of 15 years upon completion of the expansion space. The Tenant has the
option to renew the lease for up to four additional terms of five years
each. The Tenant is obligated to pay base minimum rent each month in
the amount of $20,703, plus periodic fixed increases of $ .50 per square
foot of leasable area every five years beginning in the sixth lease
year.
On January 18, 1994, the Partnership purchased the land and the
6,240 square foot building (the "East Side Mario's Property") underlying
an East Side Mario's restaurant, located in Copley, Ohio, from Morgan's
Foods, Inc. for $1,435,000 plus closing costs. Morgan's Food is the
East Side Mario's franchisee for the State of Ohio. During 1994, the
franchisor, Prime Group of Canada, Inc., sold the East Side Mario's
concept to Pizza Hut, Inc., a division of Pepsico, Inc. This sale has
no effect on the existing lease. The store is leased to Morgan's
Creative Concepts, Inc. and the lease is guaranteed by the parent
company, Morgan's Food, Inc. for 20 years expiring on January 31, 2014,
plus two ten year options. The tenant is obligated to pay base minimum
rent each month in the amount of $13,453 plus minimum rent escalations
of 15% of the then minimum base rent every five years beginning in
the sixth year of the lease. The tenant is also obligated to pay
<PAGE>
percentage rent of 5% of total annual sales which exceed a pre-established
amount. The tenant leased the East Side Mario's Property
under a triple-net lease whereby the tenant pays for all expenses
related to the East Side Mario's Property including real estate taxes,
insurance, and maintenance and repair costs.
On February 23, 1994, the Partnership purchased the land and the
7,028 square foot building (the "Blockbuster Property") underlying a
Blockbuster Video store located in Eagan, Minnesota, from an
unaffiliated seller, for a purchase price of $905,000 plus closing
costs. The Blockbuster Property is leased to Mid-America Entertainment
Company (the "Blockbuster Tenant"), a privately held company under an
existing lease for a ten year period expiring on November 30, 2003. The
Blockbuster Tenant has the option to renew the lease for two additional
five year periods. The Blockbuster Tenant is the exclusive Blockbuster
Video franchisee for most of the State of Minnesota and parts of Iowa.
The Blockbuster Tenant is obligated to pay base minimum rent each month
in the amount of $8,931 plus periodic increases beginning in the third
lease year.
The Blockbuster Tenant leased the Blockbuster Property under a
triple-net lease whereby the Blockbuster Tenant pays for all expenses
related to the Blockbuster property including real estate taxes,
insurance premiums, maintenance and repair costs. The Partnership is
responsible for repairs to the roof and structure. The General Partners
believe that these items will be non-material during the lease term as
the building was completed in November 1993 and the Partnership obtained
a roof guarantee for the duration of the lease term. The Partnership
may reserve a portion of the rent for possible repairs in the future.
On February 28, 1994, the Partnership purchased the land and the
8,500 square foot building (the "Walden Books Property") occupied by a
Walden Books store located in Miami, Florida, from an unaffiliated
seller, for a purchase price of $1,680,000 plus closing costs. The
Walden Books Property was completed in November 1988 and is leased under
a triple-net lease to Walden Books, Inc. (the "Walden Books Tenant") for
a minimum term ending January 31, 2009. Walden Books, Inc. is one of
the largest bookstore chains in the country with approximately 1,150
stores and gross revenues of over one billion dollars. The Walden Books
Tenant is obligated to pay base minimum rent each month in the amount of
$14,167 with scheduled increases in rent beginning in February 1999.
The Walden Books Tenant is also obligated to pay percentage rent based
on the total annual sales which exceed a pre-established amount.
The Walden Books Tenant leased the Walden Books Property under a
triple-net lease whereby the Walden Books Tenant pays for all expenses
related to the Walden Books Property including real estate taxes,
insurance premiums and maintenance and repair costs. The Partnership is
<PAGE>
responsible for repairs to the roof and structure. The General Partners
believe these items will be minimal during the lease term as the
building is in good condition. The Partnership may reserve a portion of
the rent for possible repairs in the future.
Below is a table summarizing the historical data for distribution
rates per annum:
Distribution
Date 1996 1995 1994 1993 1992
February 15 8.00% 8.00% 6.50% 6.00% --
May 15 8.00 7.00 6.00 3.68%
August 15 8.00 8.00 5.00 7.00
November 15 8.00 10.00 5.50 6.00
Future increases in the Partnership's distributions will largely
depend on increased sales at the Partnership's properties resulting in
additional percentage rent and to a lesser extent on rental increases
which will occur due to increases in receipts from certain leases based
upon increases in the Consumer Price Index or scheduled increases of
base rent.
The Partnership has engaged an independent third party to perform
valuations of the Partnership's investments in real estate as of
December 31, 1995.
Results of Operations - 1995
Results of operations for the year ended December 31, 1995 reflected
net income of $1,203,510 compared to $1,030,281 for the year ended
December 31, 1994, an increase of $173,229. Net income primarily
increased by a decline in the expense category of acquisition fees not
capitalized of approximately $97,000, which was a result of the
Partnership being completely invested by February 1994. An increase in
rental income of approximately $73,000 also contributed to the increase
in net income when comparing 1995 to 1994. Rental income increased due
primarily to 1995 reflecting a full year of operations for the three
properties that the Partnership purchased in 1994.
Results of Operations - 1994
Results of operations for 1994 reflected net income of $1,030,281 as
compared to $492,617 for 1993. Increase in net income and gross income
were due primarily to 1994 reflecting a full year of operations for
<PAGE>
properties acquired during 1993 as well as the operations of three
additional properties acquired in 1994. Other income of approximately
$9,500 represents tenant reimbursements as a result of the lease
associated with the House of Fabrics tenant. The Partnership used
approximately $4,242,000 to acquire properties in 1994 and became
completely invested by February 1994.
Results of Operations - 1993
Results of operations for 1993 and 1992 reflected net income of
$492,617 and $47,090, respectively. The Partnership's gross income of
$764,379 was derived from rental income and interest income on its
uninvested cash balances. Increases in net income and gross income in
1993 over 1992 were due primarily to 1993 reflecting a full year of
operations for properties acquired during 1992 as well as the operations
of additional properties acquired in 1993.
The Partnership generated net cash from operations in 1993 of
$791,126, which was used to make distributions to Limited Partners based
upon cash flow and anticipated earnings, on May 15, 1993, August 15,
1993, November 13, 1993 and February 15, 1994 in respect of the first,
second, third and fourth quarters of 1993, respectively. The
Partnership received net cash from financing activities of approximately
$7,700,000 derived primarily from the Partnership's offering of Units,
net of $495,347 of cash distributions to Limited Partners. The
Partnership used approximately $6,000,000 to acquire properties in 1993.
As of December 31, 1993, the Partnership had approximately $4,800,000 of
cash on hand, a majority of which is anticipated to be used to purchase
additional properties.
Impact of Inflation
The Partnership anticipates that the operations of the Partnership
should not be significantly impacted by inflation. To offset any
potential adverse effects of inflation, the Partnership will endeavor to
require each of its tenants to execute "triple-net" leases with the
tenant being responsible for all operating expenses, insurance and real
estate taxes. In addition, several of the leases require escalations of
rent based upon increases in the Consumer Price Index, scheduled
increases in base rents, or tenant sales.
<PAGE>
Item 8. Consolidated Financial Statements and Supplementary Data
See Index to Consolidated Financial Statements and Schedule on Page
F-1 of this Form 10-K for consolidated financial statements and
financial statement schedule, where applicable.
The supplemental financial information specified in Item 302 of
Regulation S-K is not applicable.
Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure.
During the Partnership's two most recent fiscal years, there has been
no changes in, or disagreements with, the accountants.
<PAGE>
PART III
Item 10. Directors and Executive Officers of the Partnership
The General Partners of the Partnership are:
Brauvin Realty Advisors IV, Inc., an Illinois corporation
Mr. Jerome J. Brault, individually
Mr. Cezar M. Froelich, individually
Brauvin Realty Advisors IV, Inc., (the "Corporate General Partner"),
was formed under the laws of the State of Illinois in 1991, with its
issued and outstanding shares being owned by Messrs. Jerome J. Brault
(beneficially)(50%) and Cezar M. Froelich (50%).
The principal officers and directors of the Corporate General
Partner are:
Mr. Jerome J. Brault. . . . . . Chairman of the Board of
Directors, President, Chief Executive
Officer and Director
Mr. Thomas J. Coorsh. . . . . . Treasurer and Chief Financial Officer
Mr. James L. Brault . . . . . . Executive Vice President,
Secretary and Director
The business experience during the past five years of the Genral
Partner and the principal officers and directors of the Corporate
General Partner are as follows:
Mr. Jerome J. Brault (age 62) is Director, Chairman of the Board and
President of Brauvin Properties, Inc., Brauvin Realty Properties, Inc.,
Brauvin Realty Partners, Inc., Brauvin Ventures, Inc., Brauvin
Associates, Inc., Brauvin 6, Inc., Brauvin Advisory Services, Inc.,
Brauvin Securities Inc. and Brauvin Restaurant Properties, Inc. He is
Director, President, Chairman of the Board, Chief Executive Officer and
Secretary of Brauvin Realty Services, Inc., Brauvin Management Company
and Brauvin Financial, Inc. He is President and Director of Brauvin,
Inc. He is also Director, President, Chairman of the Board and Chief
Executive Officer of Brauvin Chili's Inc., Brauvin Realty Advisors,
Inc., Brauvin Realty Advisors II, Inc., Brauvin Realty Advisors III,
Inc., Brauvin Realty Advisors IV, Inc., Brauvin Realty Advisors V, LLC.,
and Brauvin Net Lease V, Inc. as well as an individual general partner
in seven other affiliated public limited partnerships. Prior to Mr.
Brault's affiliation with the Brauvin organization, he was the Chief
Operating Officer of Burton J. Vincent, Chesley & Company, a New York
<PAGE>
Stock Exchange member firm. He is the father of James L. Brault,
an officer of certain affiliated Brauvin entities.
Mr. Cezar M. Froelich (age 50) is a principal with the Chicago law
firm of Shefsky Froelich & Devine Ltd., which acts as counsel to the
General Partners, the Partnership and certain of their affiliates. His
practice has been primarily in the fields of securities and real estate
and he has acted as legal counsel to various public and private real
estate limited partnerships, mortgage pools and real estate investment
trusts. Mr. Froelich is an individual general partner in seven other
affiliated public limited partnerships and a shareholder in Brauvin
Management Company and Brauvin Financial Inc. Mr. Froelich resigned as
a director of the corporate general partner in December 1994.
Mr. Thomas J. Coorsh (age 46) is the Treasurer and Chief Financial
Officer of Brauvin Chili's, Inc., Brauvin Properties, Inc., Brauvin
Realty Properties, Inc., Brauvin Realty Partners, Inc., Brauvin
Ventures, Inc., Brauvin 6, Inc., Brauvin Realty Advisors, Inc., Brauvin
Realty Advisors II, Inc., Brauvin Realty Advisors III, Inc., Brauvin
Realty Advisors IV, Inc., Brauvin Realty Advisors V, LLC., Brauvin Net
Lease V, Inc., Brauvin Management Company, Brauvin Financial, Inc.,
Brauvin Securities, Inc., Brauvin Inc., Brauvin Associates, Inc.,
Brauvin Advisory Services, Inc. and Brauvin Restaurant Properties, Inc.
He is responsible for the overall financial management of Brauvin
Management Company, Brauvin Financial, Inc. and related partnerships.
He is responsible for partnership accounting and financial reporting to
regulatory agencies. From May 1992 until joining Brauvin in November of
1993, Mr. Coorsh was self-employed as a business consultant. Between
1990 and 1992, Mr. Coorsh was the senior vice president of finance and
chief accounting officer for Lexington Homes, an Illinois-based
homebuilder. In 1990, Mr. Coorsh left The Balcor Company, a major real
estate syndicator, property manager and lender to join Lexington Homes.
Mr. Coorsh began work at The Balcor Company in 1985 and his most recent
position was first vice president - finance. Mr. Coorsh's
responsibilities at Balcor included property management accounting and
finance; treasury; and financial and strategic planning. Before joining
Balcor, Mr. Coorsh held financial positions with several large, public
corporations headquartered in the Chicago metropolitan area. Mr. Coorsh
is a Certified Public Accountant.
Mr. James L. Brault (age 35) is a Vice President and Secretary of
Brauvin Chili's, Inc., Brauvin Properties, Inc., Brauvin Realty
Properties, Inc., Brauvin Realty Partners, Inc., Brauvin Ventures, Inc.,
Brauvin 6, Inc., Brauvin Realty Advisors, Inc., Brauvin Realty Advisors
II, Inc., Brauvin Realty Advisors III, Inc., Brauvin Associates Inc.,
Brauvin Inc., Brauvin Securities, Inc. and Brauvin Restaurant
Properties, Inc. He is Executive Vice President and Secretary of
Brauvin Advisory Services, Inc. He is also Executive Vice President,
<PAGE>
Secretary and Director of Brauvin Realty Advisors IV, Inc. and
Brauvin Realty Advisors V, LLC. and Brauvin Net Lease V, Inc.
Additionally, he is the Executive Vice President and Assistant Secretary
of Brauvin Management Company and Brauvin Financial, Inc., as well as a
Director of Brauvin Financial, Inc. Prior to joining the Brauvin
organization in May 1989, he was a Vice President of the Commercial Loan
Division of the First National Bank of Chicago, based in their
Washington, D.C. office. Mr. Brault joined the First National Bank of
Chicago in 1983 and his responsibilities included the origination and
management of commercial real estate loans, as well as the direct
management of a loan portfolio in excess of $150,000,000. Mr. Brault is
a son of Mr. Jerome J. Brault, the managing general partner of the
Partnership.
Item 11. Executive Compensation.
(a & b) The Partnership is required to pay certain fees, make
distributions and allocate a share of the profits and losses of the
Partnership to the Corporate General Partner or its affiliates as
described under the caption "Compensation Table" on pages 14 to 17 of
the Prospectus, as supplemented, and "Summary of Limited Partnership
Agreement - Allocations and Distributions to the Limited Partners" on
page 63 of the Prospectus, as supplemented, and the sections of the
Agreement entitled "Distribution of Operating Cash Flow," "Allocation of
Profits, Losses and Deductions," "Distribution of Net Sales Proceeds"
and "Compensation of General Partners and Their Affiliates" located on
pages A-8 to A-13 of the Agreement, attached as Exhibit A to the
Prospectus. The relationship of the Corporate General Partner (and its
directors and officers) to its affiliates is set forth in Item 10.
Reference is also made to Note 2 of the Notes to the Consolidated
Financial Statements filed with this annual report for a description of
such distributions and allocations.
The General Partners are entitled to receive Acquisition Fees for
services rendered in connection with the selection, purchase,
construction or development by the Partnership of any property whether
designated as real estate commissions, acquisition fees, finders' fees,
selection fees, development fees, non-recurring management fees,
consulting fees, payments for covenants not to compete, guarantee fees,
financing fees or any other similar fees or commissions, however treated
for tax or accounting purposes. Such Acquisition Fees may not exceed
such compensation as is customarily charged in arm's-length transactions
by others rendering similar services as an ongoing public activity in
the same geographic locale and for comparable properties. The aggregate
Acquisition Fees to be paid to an affiliate of the General Partners
shall not exceed: (a) the lesser of 5% of the gross proceeds of the
Offering; or (b) such compensation as is customarily charged in
arm's-length transactions by others rendering similar services as an
ongoing public activity in the same geographic locale and for property
<PAGE>
comparable to the property to be purchased by the Partnership. To the
extent Acquisition Fees paid to the General Partners, their Affiliates
and third parties would cause the Partnership to invest less than 80% of
the gross proceeds of the Offering in properties, the General Partners
and their Affiliates will return those fees, so as to provide compliance
with paragraph 1, Section M of the Agreement. No such amount was paid
in 1995 as no acquisitions were consummated. Acquisition fees of
$244,503 and $377,340 were paid in 1994 and 1993, respectively.
The Partnership will pay an affiliated entity a non-accountable
selling expense allowance in an amount equal to 2% of the gross proceeds
of the Offering, a portion of which may be reallowed to participating
dealers. No such amount was paid in 1995 or 1994 since the Offering
period had closed. Non-accountable selling expense allowances of
$96,917 were paid in 1993.
In the event that the Partnership does not use more than 2% of the
gross proceeds of the Offering for the payment of legal, accounting,
escrow, filing and other fees incurred in connection with the
organization or formation of the Partnership, the Partnership may pay
the General Partners any unused portion of the 2% of the gross proceeds
of the Offering allowed for organization and offering expenses, not to
exceed 1/2% of the gross proceeds of the Offering. The General Partners
will use such funds to pay certain expenses of the Offering incurred by
them not covered by the definition of organization and Offering
expenses.
An affiliate of the General Partners may provide leasing and
re-leasing services to the Partnership in connection with the management
of Partnership's properties. The property management fee payable to an
affiliate of the General Partners shall not exceed the lesser of: (i)
fees which are competitive for similar services in the geographical area
where the properties are located; or (ii) 1% of the gross revenues of
each Partnership property. Property management fees of $16,428, $14,996
and $6,770 were paid in 1995, 1994 and 1993, respectively.
An affiliate of the General Partners or the General Partners will
receive a real estate brokerage commission in connection with the
disposition of Partnership properties. Such commission shall be in an
amount equal to the lesser of: (i) 3% of the sale price of the property;
or (ii) 50% of the real estate commission customarily charged for
similar services in the locale of the property being sold; provided,
however, that receipt by the General Partners or one of their affiliates
of such commission shall be subordinated to receipt by the Limited
Partners of their Current Preferred Return, as defined in the Agreement.
No real estate sales commission was paid in 1993, 1994 or 1995.
(c, d, e & f) Not applicable.
<PAGE>
(g) The Partnership has no employees and pays no employee
or director compensation.
(h, i) Not applicable.
(j) Compensation Committee Interlocks and Insider
Participation. Since the Partnership has no employees,
it did not have a compensation committee and is not
responsible for the payment of any compensation.
(k) Not applicable.
(l) Not applicable.
The following is a summary of all fees, commissions and other
expenses paid or payable to the General Partners or its affiliates for
the years ended December 31, 1995, 1994 and 1993:
1995 1994 1993
Acquisition fees $ -- $244,503 $377,340
Selling commissions 16,155 15,060 178,905
Management fees 16,428 14,996 6,770
Reimbursable operating expense 61,973 57,835 --
Legal fees 4,885 46,955 54,910
Non-accountable selling expenses -- -- 96,917
Item 12. Security Ownership of Certain Beneficial Owners and Management.
(a) No person or group is known by the Partnership to own
beneficially more than 5% of the outstanding Units.
(b) None of the officers and directors of the Corporate General
Partner of the Partnership purchased Units.
(c) The Partnership is not aware of any arrangement, the operators
of which may result in a change in control of the Partnership.
No officer or director of the Corporate General Partner possesses a
right to acquire beneficial ownership of Units. The General Partners of
the Partnership will share in the profits, losses and distributions of
the Partnership as outlined in Item 11, "Executive Compensation."
<PAGE>
Item 13. Certain Relationships and Related Transactions.
(a & b) The Partnership is entitled to engage in various transactions
involving affiliates of the Corporate General Partner of the
Partnership, as described under the captions "Compensation Table" and
"Conflicts of Interest" at pages 14 to 17 and 17 to 20, respectively, of
the Prospectus, as supplemented, and the section of the Agreement
entitled "Rights, Duties and Obligations of General Partners" at pages
A-15 to A-18 of the Agreement. The relationship of the Corporate
General Partner to its affiliates is set forth in Item 10. Cezar M.
Froelich is an individual general partner of the Partnership and is also
a principal of the law firm of Shefsky Froelich & Devine Ltd., which
firm acts as securities and real estate counsel to the Partnership and
as counsel to the Corporate General Partner and certain of its
affiliates.
(c) No management persons are indebted to the Partnership.
(d) There have been no significant transactions with promoters.
<PAGE>
PART IV
Item 14. Exhibits, Consolidated Financial Statements and Schedules,
and Reports on Form 8-K.
(a) The following documents are filed as part of this report:
(1) (2) Consolidated Financial Statements and
Schedule indicated in Part II, Item 8 "Consolidated
Financial Statements and Supplementary Data." See
Index to Consolidated Financial Statements and Schedule
on page F-1 of Form 10-K.
(3) Exhibits required by the Securities and Exchange
Commission Regulation S-K, Item 601.
(21) Subsidiary of the Registrant
(27) Financial Data Schedule
The following exhibits are incorporated by reference from the
Registrant's Registration Statement (File No. 33-42327) on Form S-11
filed under the Securities Act of 1933, as amended:
Exhibit No. Description
3.(a) Restated Limited Partnership Agreement
3.(b) Articles of Incorporation of Brauvin Realty
Advisors IV, Inc.
3.(c) By-Laws of Brauvin Realty Advisors IV, Inc.
3.(d) Amendment to the Certificate of Limited
Partnership of the Partnership
10.(a) Escrow Agreement
(b) No reports on Form 8-K were filed by the Partnership
during the fourth quarter of 1995.
(c) An annual report for the fiscal year 1995 will be
sent to the Limited Partners subsequent to this filing and the
Partnership will furnish copies of such report to the Securities
and Exchange Commission at that time.
<PAGE>
The following exhibits are incorporated by reference to the
Registrant's fiscal year ending December 31, 1994 Form 10-K (File
No. 0-21536):
Exhibit Description
(10)(b)(1) Management Agreement
(28) Pages 14-20, 63, 73 and 74 of the Partnership's
Prospectus dated December 12, 1991, as
supplemented, pages A-8 to A-13 and A-15 to
A-18 of the Agreement.
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be
signed on its behalf by the undersigned thereunto duly authorized.
BRAUVIN CORPORATE LEASE PROGRAM IV L.P.
BY: Brauvin Realty Advisors IV, Inc.
Corporate General Partner
By: /s/ Jerome J. Brault
Jerome J. Brault
Chairman of the Board of Directors,
President and Chief Executive
Officer
By: /s/ James L. Brault
James L. Brault
Director, Executive Vice President
and Secretary
By: /s/Thomas J. Coorsh
Thomas J. Coorsh
Chief Financial Officer and Treasurer
INDIVIDUAL GENERAL PARTNERS
/s/ Jerome J. Brault
Jerome J. Brault
/s/ Cezar M. Froelich
DATED: March 29, 1996 Cezar M. Froelich
<PAGE>
BRAUVIN CORPORATE LEASE PROGRAM IV L.P.
(a Delaware limited partnership)
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SCHEDULE
Page
Independent Auditors' Report. . . . . . . . . . . . . . . . . . . . . F-2
Consolidated Financial Statements:
Consolidated Balance Sheets, December 31, 1995 and 1994. . . . . . . F-3
Consolidated Statements of Operations, for the years ended
December 31, 1995, 1994 and 1993. . . . . . . . . . . . . . . . . . F-4
Consolidated Statements of Partners' Capital, for the years ended
December 31, 1995, 1994 and 1993 . . . . . . . . . . . . . . . . . F-5
Consolidated Statements of Cash Flows, for the years ended
December 31, 1995, 1994 and 1993 . . . . . . . . . . . . . . . . . F-6
Notes to Consolidated Financial Statements . . . . . . . . . . . . . F-8
Schedule III - Real Estate and Accumulated Depreciation,
December 31, 1995. . . . . . . . . . . . . . . . . . . . . . . . . .F-17
All schedules provided for in Item 14(a)(2) of Form 10-K are either not
required, not applicable or immaterial.
<PAGE>
INDEPENDENT AUDITORS' REPORT
To the Partners
Brauvin Corporate Lease Program IV L.P.
Chicago, Illinois
We have audited the accompanying consolidated balance sheets of Brauvin
Corporate Lease Program IV L.P. (a limited partnership) and subsidiary
as of December 31, 1995 and 1994, and the related consolidated
statements of operations, partners' capital, and cash flows for each of
the three years in the period ended December 31, 1995. Our audits also
included the financial statement schedule listed in the Index to
Consolidated Financial Statements and Schedule on page F-1. These
consolidated financial statements and the financial statement schedule
are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these consolidated financial
statements and the financial statement schedule based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.
In our opinion, such consolidated financial statements present fairly,
in all material respects, the financial position of Brauvin Corporate
Lease Program IV L.P. and its subsidiary at December 31, 1995 and 1994,
and the results of their operations and their cash flows for each of the
three years in the period ended December 31, 1995 in conformity with
generally accepted accounting principles. Also, in our opinion, such
financial statement schedule, when considered in relation to the basic
consolidated financial statements taken as a whole, presents fairly in
all material respects the information set forth therein.
/s/ Deloitte & Touche LLP
Chicago, Illinois
February 9, 1996
<PAGE>
BRAUVIN CORPORATE LEASE PROGRAM IV L.P.
(a Delaware limited partnership)
CONSOLIDATED BALANCE SHEETS
December 31, December 31,
1995 1994
ASSETS
Investment in real estate, at cost:
Land $ 4,315,540 $ 4,315,540
Buildings and improvements 9,993,090 9,993,090
14,308,630 14,308,630
Less: Accumulated depreciation (638,479) (374,342)
Net investment in real estate 13,670,151 13,934,288
Cash and cash equivalents 711,167 569,244
Tenant receivables -- 40,587
Deferred rent receivable 241,119 143,488
Due from affiliates 7,627 14,130
Prepaid offering costs 175,983 179,223
Organization costs (net of accumulated
amortization: 1995-$22,000;1994-$16,000) 8,000 14,000
Other assets 36,901 550
Total Assets $14,850,948 $14,895,510
LIABILITIES AND PARTNERS' CAPITAL
LIABILITIES:
Accounts payable and accrued expenses $ 33,660 $ 103,361
Rent received in advance 67,205 50,006
Due to affiliates -- 802
Total Liabilities 100,865 154,169
MINORITY INTERESTS IN BRAUVIN
GWINNETT COUNTY VENTURE 711,056 726,640
PARTNERS' CAPITAL:
General Partners 10,794 10,794
Limited Partners 14,028,233 14,003,907
Total Partners' Capital 14,039,027 14,014,701
Total Liabilities and Partners' Capital $14,850,948 $14,895,510
See accompanying notes to consolidated financial statements.
<PAGE>
BRAUVIN CORPORATE LEASE PROGRAM IV L.P.
(a Delaware limited partnership)
CONSOLIDATED STATEMENTS OF OPERATIONS
For the years ended December 31, 1995, 1994 and 1993
1995 1994 1993
INCOME:
Rental (Note 4) $1,643,736 $1,571,077 $639,565
Interest 31,777 37,754 124,814
Other 22,938 13,865 --
Total income 1,698,451 1,622,696 764,379
EXPENSES:
Acquisition fees not capitalized -- 97,334 113,224
General and administrative 146,480 164,081 45,650
Management fees (Note 3) 16,428 14,996 6,770
Amortization of organization costs 6,000 6,000 6,000
Depreciation 264,137 254,972 102,314
Total expenses 433,045 537,383 273,958
Income before minority interests in
joint venture 1,265,406 1,085,313 490,421
Minority interests' share in
Brauvin Gwinnett County Venture's
net(income) loss (61,896) (55,032) 2,196
Net income $1,203,510 $1,030,281 $ 492,617
Net income allocated to the General
Partners $ -- $ -- $ 9,852
Net income allocated to the Limited
Partners $1,203,510 $1,030,281 $ 482,765
Net income per Unit outstanding (a) $ 0.74 $ 0.64 $ 0.42
(a) Net income per Unit was based on the average Units outstanding
during the year since they were of varying dollar amounts and percentages
based upon the dates Limited Partners were admitted to the Partnership and
additional Units were purchased through the Plan.
See accompanying notes to consolidated financial statements.
<PAGE>
BRAUVIN CORPORATE LEASE PROGRAM IV L.P.
(a Delaware limited partnership)
CONSOLIDATED STATEMENTS OF PARTNERS' CAPITAL
For the years ended December 31, 1995, 1994 and 1993
General Limited
Partners Partners* Total
Balance, January 1, 1993 $942 $5,973,122 $5,974,064
Contributions -- 9,299,798 9,299,798
Subscription receivables -- (78,500) (78,500)
Selling commissions and
other offering costs -- (1,115,998) (1,115,998)
Net income 9,852 482,765 492,617
Cash distributions -- (495,347) (495,347)
Balance, December 31, 1993 10,794 14,065,840 14,076,634
Contributions, net -- 92,094 92,094
Subscription receivables -- 78,500 78,500
Selling commissions and
other offering costs -- (18,072) (18,072)
Net income -- 1,030,281 1,030,281
Cash distributions -- (1,244,736) (1,244,736)
Balance, December 31, 1994 10,794 14,003,907 14,014,701
Contributions, net -- 136,937 136,937
Selling commissions and other
offering costs -- (19,395) (19,395)
Net income -- 1,203,510 1,203,510
Cash distributions -- (1,296,726) (1,296,726)
Balance, December 31, 1995 $10,794 $14,028,233 $14,039,027
* Total Units outstanding, including those raised through the Plan, at
December 31, 1995, 1994 and 1993 were 1,631,872, 1,617,478 and 1,609,009,
respectively. Cash distributions to Limited Partners per Unit were $0.80,
$0.77 and $0.43 for the years ended December 31, 1995, 1994 and 1993,
respectively. Cash distributions to Limited Partners per Unit are based on
the average Units outstanding during the year since they were of varying
dollar amounts and percentages based upon the dates Limited Partners were
admitted to the Partnership and additional Units were purchased through the
distribution reinvestment plan.
See accompanying notes to consolidated financial statements.
<PAGE>
BRAUVIN CORPORATE LEASE PROGRAM IV L.P.
(a Delaware limited partnership)
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the years ended December 31, 1995, 1994 and 1993
1995 1994 1993
Cash flow from operating activities:
Net income $1,203,510 $1,030,281 $ 492,617
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 270,137 260,972 108,314
Acquisition fees not capitalized -- 97,334 113,224
Minority interests in Brauvin Gwinnett
County Venture's net income (loss) 61,896 55,032 (2,196)
Decrease (increase) in tenant receivable 40,587 (40,587) --
Increase in deferred rent receivable (97,631) (124,377) (19,111)
Decrease (increase) in due from affiliates 6,503 (9,601) (3,578)
(Increase) decrease in other assets (36,351) 37,022 (8,034)
(Decrease) increase in accounts payable
and accrued expenses (69,701) (62,809) 86,589
Increase in rent received in advance 17,199 44,006 6,000
(Decrease)increase in due to affiliates (802) (16,499) 17,301
Net cash provided by operating activities 1,395,347 1,270,774 791,126
Cash flow from investing activities:
Purchase of real estate -- (4,242,122)(7,869,777)
Rescission of prior year purchase -- -- 1,890,000
Acquisition fees not capitalized -- (97,334) (113,224)
Cash distribution to minority interest
in Brauvin Gwinnett County Venture (77,480) (71,521) --
Net cash used in investing activities (77,480)(4,410,977)(6,093,001)
Cash flow from financing activities:
Sale of Units, net of liquidations, selling
commissions and other offering costs 120,782 155,534 8,290,900
Organization costs and offering costs -- (4,701) (101,752)
Cash distributions to Limited Partners (1,296,726)(1,244,736) (495,347)
Net cash (used in) provided by financing
activities (1,175,944)(1,093,903) 7,693,801
Net increase (decrease) in cash and
cash equivalents 141,923 (4,234,106) 2,391,926
Cash and cash equivalents at beginning
of year 569,244 4,803,350 2,411,424
Cash and cash equivalents at end of year $ 711,167 $ 569,244 $4,803,350
Supplemental Notes to Statements of Cash Flows:
Amounts due to affiliates of $112,857 at December 31, 1992 relating to
the purchase of real estate were paid in 1993.
See accompanying notes to consolidated financial statements
<PAGE>
BRAUVIN CORPORATE LEASE PROGRAM IV L.P.
(a Delaware limited partnership)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the years ended December 31, 1995, 1994 and 1993
(1) ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
ORGANIZATION
Brauvin Corporate Lease Program IV L.P. (the "Partnership") is a
Delaware limited partnership formed on August 7, 1991 for the purpose of
acquiring debt-free ownership of existing, income-producing retail and
other commercial properties predominantly all of which will be subject
to "triple-net" leases. It is anticipated that these properties will be
leased primarily to corporate lessees of national and regional retail
businesses, service providers and other users consistent with
"triple-net" lease properties. The leases will provide for a base
minimum annual rent and increases in rent such as through participation
in gross sales above a stated level, fixed increases on specific dates
or indexation of rent to indices such as the Consumer Price Index. The
General Partners of the Partnership are Brauvin Realty Advisors IV,
Inc., Jerome J. Brault and Cezar M. Froelich. Brauvin Realty Advisors
IV, Inc. is owned by Messrs. Brault (beneficially)(50%) and Froelich
(50%). Brauvin Securities, Inc., an affiliate of the General Partners,
is the selling agent of the Partnership.
The Partnership filed a Registration Statement on Form S-11 with the
Securities and Exchange Commission which was declared effective on
December 12, 1991. Per the terms of the Restated Limited Partnership
Agreement of the Partnership (the "Agreement"), the minimum of
$1,200,000 of limited partnership interests of the Partnership (the
"Units") necessary for the Partnership to commence operations was
achieved on April 27, 1992. The Partnership's offering was anticipated
to close on December 11, 1992 but the Partnership obtained an extension
until December 11, 1993. A total of 1,600,831 Units were sold to the
public through the offering at $10 per Unit ($16,008,310). Through
December 31, 1995, 1994 and 1993, the Partnership has sold $16,402,428,
$16,240,804 and $16,090,204 of Units, respectively. These totals
include $394,118, $232,494 and $81,494 of Units, respectively, raised by
Limited Partners who utilized their distributions of Operating Cash Flow
to purchase additional Units through the Partnership's distribution
reinvestment plan (the "Plan"). Units valued at $83,706, $58,540 and
$184 have been purchased by the Partnership from Limited Partners
liquidating their investment in the Partnership and have been retired as
<PAGE>
of December 31, 1995, 1994, and 1993, respectively. As of
December 31, 1995, the Plan participants own Units which approximate 2%
of the total Units sold.
The Partnership has acquired the land and buildings underlying a
Steak n Shake restaurant, a Children's World Learning Center, two
Chuck E. Cheese's restaurants, a Mrs. Winner's Chicken and Biscuit
restaurant, a House of Fabrics store, a Volume ShoeSource store, an East
Side Mario's Restaurant, a Blockbuster Video Store, and a Walden Books
Store. In addition, the Partnership has acquired a 70.2% equity
interest in a joint venture with two entities affiliated with the
Partnership. This venture owns the land and building underlying a
CompUSA store.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Management's Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities
and disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from these
estimates.
Accounting Method
The accompanying financial statements have been prepared using the
accrual method of accounting.
Rental Income
Rental income is recognized on a straight-line basis over the life
of the related leases. Differences between rental income earned and
amounts due per the respective lease agreements are credited or charged,
as applicable, to deferred rent receivable.
<PAGE>
Federal Income Taxes
Under the provisions of the Internal Revenue Code, the Partnership's
income and losses are reportable by the partners on their respective
income tax returns. Accordingly, no provision is made for Federal
income taxes in the consolidated financial statements. However, in
certain instances, the Partnership has been required under applicable
state law to remit directly to the tax authorities amounts representing
withholding from distributions paid to partners.
Consolidation of Joint Venture
The Partnership owns a 70.2% equity interest in a joint venture,
which owns the land and the buildings underlying one CompUSA store. The
accompanying financial statements have consolidated 100% of the assets,
liabilities, operations and partners' capital of Brauvin Gwinnett County
Venture. All significant intercompany accounts have been eliminated.
Investment in Real Estate
The operating properties acquired by the Partnership are stated at
cost including acquisition costs. Depreciation expense is computed on a
straight-line basis over approximately 39 years.
In 1995, the Partnership adopted Statement of Financial Accounting
Standards No. 121, "Accounting for the Impairment of Long-Lived Assets"
(SFAS 121). In conjunction with the adoption of SFAS 121, the
Partnership performed an analysis of its long-lived assets, and the
Partnership's management determined that there were no events or changes
in circumstances that indicated that the carrying amount of the assets
may not be recoverable. Accordingly, no impairment loss has been
recorded in the accompanying financial statements.
Organization and Offering Costs
Organization costs represent costs incurred in connection with the
organization and formation of the Partnership. Organization costs are
amortized over a period of five years using the straight-line method.
Offering costs represent costs incurred in selling Units, such as the
<PAGE>
printing of the Prospectus and marketing materials have been
recorded as a reduction of Limited Partners' capital.
The General Partners have guaranteed payment of any organization and
offering costs that exceed 2% of the gross proceeds of the Partnership's
offering. Prepaid offering costs represent amounts in excess of the
defined percentages of the gross proceeds. Subsequently, gross proceeds
are expected to increase due to the purchase of additional Units through
the Plan and the prepaid offering costs will be transferred to offering
costs and treated as a reduction in Partners' Capital.
Cash and Cash Equivalents
Cash and cash equivalents include all highly liquid debt instruments
with an original maturity within three months from date of purchase.
Estimated Fair Value of Financial Instruments
Disclosure of the estimated fair value of financial instruments is
made in accordance with the requirements of Statement of Financial
Accounting Standards No. 107, "Disclosures About Fair Value of Financial
Instruments." The estimated fair value amounts have been determined by
using available market information and appropriate valuation
methodologies. However, considerable judgement is necessarily required
in interpreting market data to develop estimates of fair value.
The fair value estimates presented herein are based on information
available to management as of December 31, 1995 and 1994, but may not
necessarily be indicative of the amounts that the Partnership could
realize in a current market exchange. The use of different assumptions
and/or estimation methodologies may have a material effect on the
estimated fair value amounts. Although management is not aware of any
factors that would significantly affect the estimated fair value
amounts, such amounts have not been comprehensively revalued for
purposes of these financial statements since that date, and current
estimates of fair value may differ significantly from amounts presented
herein.
<PAGE>
The carrying amounts of the following items are a reasonable estimate
of fair value: cash and cash equivalents; due from affiliates; accounts
payable and accrued expenses; rent received in advance; and due to
affiliates.
(2) PARTNERSHIP AGREEMENT
Distributions
All Operating Cash Flow, as defined in the Partnership Agreement (the
"Agreement"), during the period commencing with the date the Partnership
accepts subscriptions for Units totaling $1,200,000 and terminating on
the Termination Date, as defined in the Prospectus, shall be distributed
to the Limited Partners on a quarterly basis. Distributions of
Operating Cash Flow, if available, shall be made within 45 days
following the end of each calendar quarter or are paid monthly within 15
days of the end of the month, depending upon the Limited Partner's
preference, commencing with the first quarter following the Termination
Date. Operating Cash Flow during such period shall be distributed as
follows: (a) first, to the Limited Partners until the Limited Partners
receive an amount equal to a 9% non-cumulative, non-compounded annual
return on Adjusted Investment, as defined in the Agreement, commencing
on the last day of the calendar quarter in which the Unit was purchased
(the "Current Preferred Return"); and (b) thereafter, any remaining
amounts will be distributed 98% to the Limited Partners (on a pro rata
basis) and 2% to the General Partners.
The net proceeds of a sale or refinancing of a Partnership property
shall be distributed as follows:
first, pro rata to the Limited Partners until each Limited
Partner has received an amount equal to a 10% cumulative,
non-compounded, annual return of Adjusted Investment (the "Cumulative
Preferred Return");
second, to the Limited Partners until each Limited Partner has
received an amount equal to the amount of his Adjusted Investment,
apportioned pro rata based on the amount of the Adjusted Investment; and
<PAGE>
thereafter, 95% to the Limited Partners (apportioned pro rata
based on Units) and 5% to the General Partners.
Profits and Losses
Net profits and losses from operations of the Partnership [computed
without regard to any allowance for depreciation or cost recovery
deductions under the Internal Revenue Code of 1986, as amended (the
"Code")] for each taxable year of the Partnership shall be allocated to
each Partner in the same ratio as the cash distributions received by
such Partner attributable to that period bears to the total cash
distributed by the Partnership. In the event that there are no cash
distributions, net profits and losses from operations of the Partnership
(computed without regard to any allowance for depreciation or cost
recovery deductions under the Code) shall be allocated 99% to the
Limited Partners and 1% to the General Partners. Notwithstanding the
foregoing, all depreciation and cost recovery deductions allowed under
the Code shall be allocated 2% to the General Partners and 98% to the
Class A Investors, as defined in the Agreement.
The net profit of the Partnership from any sale or other disposition
of a Partnership property shall be allocated (with ordinary income being
allocated first) as follows: (a) first, an amount equal to the
aggregate deficit balances of the Partners' Capital Accounts, as such
term is defined in the Agreement, shall be allocated to each Partner who
or which has a deficit Capital Account balance in the same ratio as the
deficit balance of such Partner's Capital Account bears to the aggregate
of the deficit balances of all Partners' Capital Accounts; (b) second,
to the Limited Partners until the Capital Account balances of the
Limited Partners are equal to any unpaid Cumulative Preferred Return as
of such date; (c) third, to the Limited Partners until the Capital
Account balances of the Limited Partners are equal to the sum of the
amount of their Adjusted Investment plus any unpaid Cumulative Preferred
Return; (d) fourth, to the General Partners until their Capital Account
balances are equal to any previously subordinated fees; and (e)
thereafter, 95% to the Limited Partners and 5% to the General Partners.
The net loss of the Partnership from any sale or other disposition of a
Partnership property shall be allocated as follows: (a) first, an
<PAGE>
amount equal to the aggregate positive balances in the Partners'
Capital Accounts, to each Partner in the same ratio as the positive
balance in such Partner's Capital Account bears to the aggregate of all
Partners' positive Capital Accounts balances; and (b) thereafter, 95% to
the Limited Partners and 5% to the General Partners.
(3) TRANSACTIONS WITH RELATED PARTIES
The Partnership pays an affiliate of the General Partners an
acquisition fee in the amount of up to 5% of the gross proceeds of the
Partnership's offering for the services rendered in connection with the
process pertaining to the acquisition of a property. Acquisition fees
related to the properties not ultimately purchased by the Partnership
are expensed as incurred.
The Partnership paid an affiliated entity a non-accountable selling
expense allowance in an amount equal to 2% of the gross proceeds of the
Partnership's offering, a portion of which may be reallowed to
participating dealers.
In the event that the Partnership does not use more than 2% of the
gross proceeds of the offering for the payment of legal, accounting,
escrow, filing and other fees incurred in connection with the
organization or formation of the Partnership, the Partnership may pay
the General Partners any unused portion of the 2% of the gross proceeds
of the offering allowed for organization and offering expenses, not to
exceed 1/2% of the gross proceeds of the offering. The General Partners
will use such funds to pay certain expenses of the offering incurred by
them not covered by the definition of organization and offering
expenses.
An affiliate of the General Partners provides leasing and
re-leasing services to the Partnership in connection with the management
of Partnership properties. The property management fee payable to an
affiliate of the General Partners is 1% of the gross revenues of each
Partnership property.
An affiliate of the General Partners or the General Partners will
receive a real estate brokerage commission in connection with the
<PAGE>
disposition of Partnership properties. Such commission will be in
an amount equal to the lesser of: (i) 3% of the sale price of the
property; or (ii) 50% of the real estate commission customarily charged
for similar services in the locale of the property being sold; provided,
however, that receipt by the General Partners or one of their affiliates
of such commission is subordinated to receipt by the Limited Partners of
their Current Preferred Return.
An affiliate of one of the General Partners provides securities and
real estate counsel to the Partnership.
Fees, commissions and other expenses paid or payable to the General
Partners or its affiliates for the years ended December 31, 1995, 1994
and 1993 were as follows:
1995 1994 1993
Acquisition fees $ -- $244,503 $377,340
Selling commissions 16,155 15,060 178,905
Management fees 16,428 14,996 6,770
Reimbursable operating expense 61,973 57,835 ---
Legal fees 4,885 46,955 54,910
Non-accountable selling expenses -- --- 96,917
(4) LEASES
The Partnership's rental income is principally obtained from tenants
through rental payments provided under triple-net noncancelable
operating leases. The leases provide for a base minimum annual rent and
increases in rent such as through participation in gross sales above a
stated level.
The following is a schedule of noncancelable future minimum rental
payments due to the Partnership under operating leases of Partnership
properties as of December 31, 1995:
<PAGE>
Year Ending December 31:
1996 $1,520,387
1997 1,523,608
1998 1,549,402
1999 1,603,065
2000 1,618,158
Thereafter 11,803,210
$19,617,830
Additional rent based on percentages of tenant sales increases was
$21,620 and $11,175 in 1995 and 1994, respectively.
<PAGE>
<TABLE>
SCHEDULE III
BRAUVIN CORPORATE LEASE PROGRAM IV L.P.
(a Delaware limited partnership)
REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1995
<CAPTION> Gross Amount at Which Carried
Initial Cost at Close of Period
Buildings Cost of Buildings
and Subsequent and Accumulated Date
Description Encumbrances (c) Land Improvements Improvements Land Improvements Total(a) Depreciation (b) Acquired
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Steak n' Shake $0 $ 427,872 $ 618,525 $0 $ 427,872 $ 618,525 $ 1,046,397 $ 64,348 5/92
Children's World
Learning Center 0 123,962 325,827 0 123,962 325,827 449,789 43,926 8/92
Chuck E. Cheese's 0 224,335 976,601 0 224,335 976,601 1,200,936 64,679 4/93
Chuck E. Cheese's 0 153,722 864,307 0 153,722 864,307 1,018,029 73,083 4/93
Mrs. Winner's
Chicken & Biscuit 0 278,340 363,983 0 278,340 363,983 642,323 26,819 5/93
House of Fabrics 0 344,393 1,167,573 0 344,393 1,167,573 1,511,966 72,475 7/93
Volume Shoesource Store 0 766,724 954,704 0 766,724 954,704 1,721,428 56,248 9/93
CompUSA Store 0 663,681 1,811,959 0 663,681 1,811,959 2,475,640 99,129 11/93
East Side Mario's 0 538,257 976,254 0 538,257 976,254 1,514,511 48,274 1/94
Blockbuster Video Store 0 248,168 708,162 0 248,168 708,162 956,330 32,782 2/94
Walden Books Store 0 546,086 1,225,195 0 546,086 1,225,195 1,771,281 56,716 2/94
$0 $4,315,540 $9,993,090 $0 $4,315,540 $9,993,090 $14,308,630 $638,479
<FN>
<F1>
NOTES:
(a) The cost of this real estate is $14,308,630 for tax purposes (unaudited). The buildings are depreciated over
approximately 35 years using the straight line method. The properties were constructed between 1969 and 1993.
(b) The following schedule summarizes the changes in the Partnership's real estate and accumulated depreciation balances:
</FN>
<CAPTION>
Real estate 1995 1994 1993
<S> <C> <C> <C>
Balance at beginning of year $14,308,630 $10,066,508 $ 3,454,263
Deductions - 1992 Purchase rescinded in 1993 -- -- (1,958,077)
Additions - land and buildings 0 4,242,122 8,570,322
Balance at end of year $14,308,630 $14,308,630 $10,066,508
Accumulated depreciation 1995 1994 1993
Balance at beginning of year $ 374,342 $ 119,370 $ 17,056
Provision for depreciation 264,137 254,972 102,314
Balance at end of year $ 638,479 $ 374,342 $ 119,370
<FN>
<F2>
(c) Encumbrances - Brauvin Corporate Lease Program L.P. IV did not borrow cash in order to purchase its properties.
100% of the land and buildings were paid for with funds contributed by the Limited Partners.
</FN>
</TABLE>
<PAGE>
EXHIBITS
TO
BRAUVIN CORPORATE LEASE PROGRAM IV L.P.
FORM 10-K ANNUAL REPORT
FOR THE YEAR ENDED
DECEMBER 31, 1995
<PAGE>
EXHIBIT INDEX
BRAUVIN CORPORATE LEASE PROGRAM IV L.P.
FORM 10-K
For the year ended December 31, 1995
Exhibit (21) Subsidiary of the Registrant
Exhibit (27) Financial Data Schedule
<PAGE>
Exhibit 21
Name of Subsidiary State of Formation
Brauvin Gwinnett County Venture Illinois
<PAGE>