UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-K/A
(Mark One)
[x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the fiscal year ended December 31, 1997
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 0-21558
CNL INCOME FUND XII, LTD.
(Exact name of registrant as specified in its charter)
Florida 59-3078856
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
400 East South Street
Orlando, Florida 32801
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (407) 422-1574
Securities registered pursuant to Section 12(b) of
the Act:
Title of each class: Name of exchange on which registered:
None Not Applicable
Securities registered pursuant to Section 12(g) of
the Act:
Units of limited partnership interest ($10 per Unit)
(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 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 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]
Aggregate market value of the voting stock held by nonaffiliates of the
registrant: The registrant registered an offering of units of limited
partnership interest (the "Units") on Form S-11 under the Securities Act of
1933, as amended. Since no established market for such Units exists, there is no
market value for such Units. Each Unit was originally sold at $10 per Unit.
DOCUMENTS INCORPORATED BY REFERENCE:
None
<PAGE>
The Form 10-K of CNL Income Fund XII, Ltd. (the "Partnership") for the year
ended December 31, 1997, is being amended to include, in Item 14(d), summarized
financial information of one of its tenants, Advantica Restaurant Group, Inc.
(formerly Flagstar Companies, Inc., hereinafter referred to as Advantica and
Subsidiaries), as a result of the fact that this tenant leased more than 20
percent of the Partnership's total assets for the year ended December 31, 1997.
This summarized financial information was not available to the Partnership at
the time the Partnership filed its Form 10-K for the year ended December 31,
1997.
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K.
(d) Other Financial Information.
The following summarized financial information is filed as
part of this report as a result of the fact that one of the
Partnership's tenants, Advantica and Subsidiaries, leased more
than 20 percent of the Partnership's total assets for the year
ended December 31, 1997. The summarized financial information
presented for Advantica and Subsidiaries as of December 31,
1997 and 1996, and for the years ended December 31, 1997, 1996
and 1995, was obtained from the Form 10-K filed by Advantica
and Subsidiaries with the Securities and Exchange Commission
for the year ended December 31, 1997.
Advantica Restaurant Group, Inc. and Subsidiaries
Selected Financial Data
(in Thousands)
Consolidated Balance Sheet Data:
December 31,
1997 1996
Current Assets $ 375,279 $ 190,655
Noncurrent Assets 1,063,789 1,496,715
Current Liabilities 381,693 483,275
Noncurrent Liabilities 2,419,825 2,431,622
1
<PAGE>
Advantica Restaurant Group, Inc. and Subsidiaries
Selected Financial Data
(in Thousands)
Consolidated Statements of
Operations Data:
Year Ended December 31,
1997 1996 1995
----------- ------------ -----------
Gross revenues $2,609,456 $2,542,302 $2,571,487
Costs and expenses (including
income tax benefit) (2,743,906) (2,627,762) (2,704,393)
---------- ---------- ----------
Loss from continuing
operations (134,450) (85,460) (132,906)
Gain on sale of discontinued
operations, net of income
tax provision - - 77,877
Loss from discontinued
operations, net of income
tax benefit - - (636)
Extraordinary items, net of
income tax benefit - - 466
---------- ---------- ----------
Net loss (134,450) (85,460) (55,199)
Dividends on preferred stock (14,175) (14,175) (14,175)
---------- ---------- ----------
Net loss applicable to common
shareholders $ (148,625) $ (99,635) $ (69,374)
========== ========== ==========
2
<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, on the 8th day of
July, 1998.
CNL INCOME FUND XII, LTD.
By: CNL REALTY CORPORATION
General Partner
/s/ Robert A. Bourne
---------------------------
ROBERT A. BOURNE, President
By: ROBERT A. BOURNE
General Partner
/s/ Robert A. Bourne
---------------------------
ROBERT A. BOURNE
By: JAMES M. SENEFF, JR.
General Partner
/s/ James M. Seneff, Jr.
---------------------------
JAMES M. SENEFF, JR.
<PAGE>
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.
<TABLE>
<CAPTION>
Signature Title Date
<S> <C>
/s/ Robert A. Bourne President, Treasurer and Director July 8, 1998
- -------------------------- (Principal Financial and Accounting
Robert A. Bourne Officer)
/s/ James M. Seneff, Jr. Chief Executive Officer and Director July 8, 1998
- -------------------------- (Principal Executive Officer)
James M. Seneff, Jr.
</TABLE>
