<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 29, 1998
MALAN REALTY INVESTORS, INC.
(Exact name of registrant as specified in charter)
Michigan
(State or other jurisdiction of incorporation or organization)
1-13092 38-1841410
(Commission File Number) (I.R.S. Employer
Identification Number)
30200 Telegraph Rd., Ste. 105, Birmingham, Michigan 48025
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: (248) 644-7110
<PAGE> 2
MALAN REALTY INVESTORS, INC.
FORM 8-K
INDEX
Page
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS 2
ITEM 7. FINANCIAL STATEMENTS
FINANCIAL STATEMENTS FILED UNDER ITEM 7 (a) (3):
Midwest Shopping Center Retail Portfolio
Combined Statements of Revenues and Certain Expenses for the
Year Ended December 31, 1997 and (Unaudited) the Three Months
Ended March 31, 1998 filed in accordance with Rule 3.14
(A)(1)(i) of Regulation S-X 3 - 7
Estimated Combined Pro Forma Statement of Net Operating
Loss and Estimated Cash to be Made Available by Operations
for the Twelve Month Period Ended December 31, 1997 (Unaudited)
filed in accordance with Rule 3.14 (a)(2) of Regulation S-X 8 - 9
PRO FORMA FINANCIAL INFORMATION FILED UNDER ITEM 7 (b)(1):
Malan Realty Investors, Inc.
Pro Forma Condensed Consolidated Balance Sheet as
of March 31, 1998 (Unaudited) and Notes thereto 10
Pro Forma Condensed Consolidated Statement of Operations
for the Three Months Ended March 31, 1998 (Unaudited) 11
Pro Forma Condensed Consolidated Statement of Operations for
the Year Ended December 31, 1997 (Unaudited) 12
ADDITIONAL INFORMATION PROVIDED UNDER RULE 3.14 (a)(1)(ii) OF
REGULATION S-X 13
SIGNATURES 15
1
<PAGE> 3
MALAN REALTY INVESTORS, INC.
FORM 8-K
Item 2. Acquisition or Disposition of Assets
On May 29, 1998 Malan Realty Investors, Inc. acquired 12 retail community
shopping centers and agreed to acquire one additional community shopping center
from Sandor Development Company, a closely held real estate company.
Collectively, the properties are hereinafter referred to as the "Midwest
Shopping Center Retail Portfolio."
The purchase price was determined by applying a capitalization rate to the
anticipated annual future net operating income of each property. The purchase
price of $29.47 million was funded with an $18 million, 15-year, 7.43 percent
fixed-rate loan from Bloomfield Acceptance Company and funds from existing lines
of credit. The contract price on the remaining center, scheduled to close in
November 1998, is $4.23 million.
The locations, approximate gross leasable area ("GLA") of the centers and
contract price are:
<TABLE>
<CAPTION>
LOCATION GLA (SQ. FT.) CONTRACT PRICE
-------- ------------ --------------
(IN THOUSANDS)
<S> <C> <C>
Champaign, Illinois 11,458 $ 1,097
Jacksonville, Illinois 52,880 4,856
Crawfordsville, Indiana 25,750 1,995
Decatur, Indiana 36,300 2,962
Huntington, Indiana 12,485 1,155
Chanute, Kansas 15,447 1,237
El Dorado, Kansas 20,000 1,526
Benton Harbor, Michigan 14,280 1,433
Owosso, Michigan 60,324 5,287
Sturgis, Michigan 12,000 1,220
Little Falls, Minnesota 12,456. 957
Mansfield, Ohio 55,316 5,745
------- ---------
SUB TOTAL 328,696 29,470
Decatur, Illinois 40,469 4,230
------- ---------
TOTAL 369,165 $ 33,700
======= =========
</TABLE>
2
<PAGE> 4
MIDWEST SHOPPING CENTER
RETAIL PORTFOLIO
COMBINED STATEMENTS OF REVENUE
AND CERTAIN EXPENSES
YEAR ENDED DECEMBER 31, 1997 (AUDITED) AND
THREE MONTHS ENDED MARCH 31, 1998 (UNAUDITED)
3
<PAGE> 5
Independent Auditors' Report
To the Owners
Midwest Shopping Center
Retail Portfolio
We have audited this accompanying combined statement of revenues and certain
expenses (defined as being operating revenues less direct operating expenses) of
the Midwest Shopping Center Retail Portfolio for the year ended December 31,
1997. This combined statement of revenues and certain expenses is the
responsibility of the management of the Midwest Shopping Center Retail
Portfolio. Our responsibility is to express an opinion on this combined
statement of revenues and certain expenses based on our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the combined statement of revenues and certain expenses
is free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the combined statement of
revenues and certain expenses. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall presentation of the combined statement of revenues and
certain expenses. We believe that our audit provides a reasonable basis for our
opinion.
The accompanying combined statement of revenues and certain expenses was
prepared for the purpose of complying with the rules and regulations the
Securities and Exchange Commission for inclusion in the current report on Form
8-K of Malan Realty Investors, Inc. Material amounts, described in Note 1 to the
combined statement of revenues and certain expenses, that would not be
comparable to those resulting from the proposed future operations of the Midwest
Shopping Center Retail Portfolio are excluded and the statement is not intended
to be a complete presentation of the revenues and expenses of these properties.
In our opinion, such combined statement of revenues and certain expenses
presents fairly, in all material respects, the revenues and certain expenses, as
defined above, of the Midwest Shopping Center Retail Portfolio for the year
ended December 31, 1997 in conformity with generally accepted accounting
principles.
KATZ, SAPPER & MILLER, LLP
Certified Public Accountants
Indianapolis, Indiana
May 15, 1998
4
<PAGE> 6
MIDWEST SHOPPING CENTER RETAIL PORTFOLIO
COMBINED STATEMENTS OF REVENUE AND CERTAIN EXPENSES
YEAR ENDED DECEMBER 31, 1997 (AUDITED) AND
THREE MONTHS ENDED MARCH 31, 1998 (UNAUDITED)
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
1998 1997
----------- ------------
(UNAUDITED)
REVENUES
<S> <C> <C>
Minimum rents $ 820,203 $ 3,191,986
Recoveries from tenants 144,097 517,382
Interest and other 7,315 37,986
---------- ------------
Total Revenues 971,615 3,747,354
CERTAIN EXPENSES
Property operating and maintenance 49,229 308,158
Real estate taxes 85,420 290,560
---------- ------------
Total Expenses 134,649 598,718
---------- ------------
REVENUES IN EXCESS OF CERTAIN EXPENSES $ 836,966 $ 3,148,636
========== ============
</TABLE>
See Accompanying Note to Combined Statements of Revenues and Certain Expenses.
5
<PAGE> 7
MIDWEST SHOPPING CENTER RETAIL PORTFOLIO
NOTE TO COMBINED STATEMENTS OF REVENUES AND CERTAIN EXPENSES
YEAR ENDED DECEMBER 31, 1997 (AUDITED) AND
THREE MONTHS ENDED MARCH 31, 1998 (UNAUDITED)
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Midwest Shopping Center Retail Portfolio ("Properties") consists of thirteen
retail shopping center properties located throughout the Midwestern United
States. Revenue is derived primarily from noncancelable operating lease
agreements that provide for payment of guaranteed minimum rent and other
miscellaneous charges to cover certain operating expenses and have terms which
range up to six years.
The owners have entered into an agreement to sell the Properties to Malan Realty
Investors, Inc. for an aggregate sales price of $33.7 million. Closing on twelve
of the properties is expected to occur on or before May 29, 1998, while closing
on the one remaining property is expected to occur on or before November 30,
1998.
BASIS OF PRESENTATION: Operating revenues and certain direct operating expenses
are presented on the accrual basis of accounting. The accompanying combined
statements of revenues and certain expenses are not representative of the actual
operations for the periods presented because certain expense which may not be
comparable to the expenses expected to be incurred by Malan Realty Investors in
the proposed future operations of the Properties have been excluded. Expenses
excluded are interest, depreciation and amortization, management fees and other
costs not directly related to the future operations of the Properties.
REVENUE RECOGNITION: Minimum rents are recorded on the straight-line method over
the terms of the related leases. Percentage rents are recognized as earned on
the accrual basis over the terms of the leases. The leases also typically
provide for tenant reimbursement of common area maintenance and other operating
expenses which are included in the accompanying combined statement of revenues
and certain expenses as recoveries from tenants.
The approximate future minimum rent revenues under operating leases for years
subsequent to December 31, 1997, assuming no new or renegotiated leases, or
option extensions are as follows:
1998 $ 3,348,469
1999 3,228,387
2000 2,882,358
2001 2,137,549
2002 1,393,077
2003 and thereafter 1,719,107
------------
Total $ 14,708,947
============
6
<PAGE> 8
MIDWEST SHOPPING CENTER RETAIL PORTFOLIO
NOTE TO COMBINED STATEMENTS OF REVENUES AND CERTAIN EXPENSES
YEAR ENDED DECEMBER 31, 1997 (AUDITED) AND
THREE MONTHS ENDED MARCH 31, 1998 (UNAUDITED)
UNAUDITED INTERIM STATEMENTS: The unaudited interim combined statement of
revenue and certain expenses has been prepared in accordance with the accounting
policies described above. In the opinion of management, all adjustments
(consisting only of normal recurring adjustments) necessary for a fair
presentation of the combined statement of revenues and certain expenses for the
interim period have been made. The results for the interim period are not
necessarily indicative of the results for a full fiscal year.
7
<PAGE> 9
MIDWEST SHOPPING CENTER RETAIL PORTFOLIO
ESTIMATED COMBINED PRO FORMA STATEMENT OF NET OPERATING
LOSS AND ESTIMATED CASH TO BE MADE AVAILABLE BY OPERATIONS
FOR THE TWELVE MONTH PERIOD ENDED DECEMBER 31, 1997
(IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
REVENUES:
<S> <C>
Minimum rent $3,192
Recoveries from tenants 517
Interest and other income 38
------
Total revenues 3,747
EXPENSES:
Property operating and maintenance 308
Real estate taxes 291
Interest 2,462(a)
Depreciation and amortization 758(b)
------
Total Expenses 3,819
------
NET OPERATING LOSS (72)
Add back: Depreciation and Amortization 758
------
Estimated Cash to be Made Available by Operations $ 686
======
</TABLE>
SEE ACCOMPANYING NOTES AND SIGNIFICANT ASSUMPTIONS
8
<PAGE> 10
MIDWEST SHOPPING CENTER RETAIL PORTFOLIO
NOTES TO ESTIMATED COMBINED PRO FORMA STATEMENT OF NET
OPERATING LOSS AND ESTIMATED CASH TO BE MADE AVAILABLE BY OPERATIONS
FOR THE TWELVE MONTH PERIOD ENDED DECEMBER 31, 1997
(UNAUDITED)
1. Basis of Presentation:
The preceding pro forma financial statement is based on the audited combined
statement of revenue and certain expenses of the Midwest Shopping Center
Retail Portfolio for the year ended December 31, 1997. The statement contains
certain pro forma adjustments made to reflect changes in operations in
existence at the date of acquisition by Malan Realty Investors, Inc. which
will be reflected in the properties' first year of operations as discussed
further in Note 2.
2. Significant Pro Forma Adjustments:
(a) Interest expense on funds borrowed for
acquisition of the Midwest Shopping Center
Retail Portfolio totaling $33,700,000 at a
blended rate of 7.306% per annum 2,462
(b) Depreciation on the buildings is computed
using the alternative depreciation system
utilizing the straight line method over a
life of 40 years on a basis of $30,330,000 758
9
<PAGE> 11
MALAN REALTY INVESTORS, INC.
PROFORMA CONDENSED CONSOLIDATED BALANCE SHEET
MARCH 31, 1998
(UNAUDITED)
The following unaudited pro forma condensed balance sheet has been prepared to
present the financial position of Malan Realty Investors, Inc. at March 31, 1998
assuming that the acquisition of the Midwest Retail Shopping Center Portfolio
had occurred at the Balance Sheet date. The Balance Sheet should be read in
conjunction with the other financial statements and notes thereto included in
this Form 8-K.
<TABLE>
<CAPTION>
MARCH 31, 1998 PRO FORMA MARCH 31, 1998
HISTORICAL (a) ADJUSTMENTS (b) PRO FORMA
-------------- --------------- --------------
(IN THOUSANDS)
<S> <C> <C> <C>
ASSETS
Real estate, net $ 206,625 $ 33,700 (b) $ 240,325
Accounts receivable, net 2,505 2,505
Deferred financing and other 11,876 11,876
Cash and cash equivalents 1,585 1,585
Escrow deposits 2,014 2,014
----------- ----------- --------------
Total Assets $ 224,605 $ 33,700 $ 258,305
=========== =========== ==============
LIABILITIES
Mortgages $ 98,739 $ 33,700 (b) $ 132,439
Convertible debentures 55,484 55,484
Convertible notes 27,000 27,000
Deferred income 2,150 2,150
Accrued distributions payable 1,620 1,620
Accounts payable and other 1,491 1,491
Accrued property taxes 2,045 2,045
Accrued interest payable 2,255 2,255
----------- ---------- --------------
Total Liabilities 190,784 33,700 224,484
STOCKHOLDERS' EQUITY
Common stock 38 38
Additional paid in capital 51,684 51,684
Accumulated distributions in excess
of net income (17,901) (17,901)
----------- ---------- --------------
Total shareholders' equity 33,821 33,821
----------- ---------- --------------
Total Liabilities and Shareholders'
Equity $ 224,605 $ 33,700 $ 258,305
=========== ========== ==============
</TABLE>
(a) Reflects the Company's historical consolidated balance sheet as of
March 31, 1998.
(b) On May 29, 1998, the Company acquired for $29.47 million twelve community
shopping centers and agreed to acquire for $4.23 million an additional
community shopping center. The acquisition was funded out of proceeds from
an $18 million, 15 year fixed rate mortgage and the balance from the
Company's available lines of credit.
10
<PAGE> 12
MALAN REALTY INVESTORS, INC.
PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1998
(UNAUDITED)
The following unaudited proforma condensed statement of operations combines the
historical results of operations of Malan Realty Investors, Inc. for the
three months ended March 31, 1998 with the estimated pro forma results of the
Midwest Shopping Center Retail Portfolio, related financing transaction and
completed transactions, assuming that the transactions were completed on January
1, 1997. The statement of operations should be read in conjunction with the
other financial statments and notes thereto included in this Form 8-K .
<TABLE>
<CAPTION>
MIDWEST RETAIL THE
THE COMPANY COMPLETED SHOPPING CENTER COMPANY
HISTORICAL(a) TRANSACTIONS(b) PORTFOLIO (c) PRO FORMA
------------ --------------- ------------- ---------
(IN THOUSANDS EXCEPT FOR PER SHARE DATA)
<S> <C> <C> <C> <C>
REVENUES:
Rental income $ 6,283 $ 131 $ 820 $ 7,234
Percentage and overage rents 301 301
Recoveries from tenants 2,399 4 144 2,547
--------- --------- ------- -------
Total rental revenues 8,983 135 964 10,082
Management and leasing fees 12 - 12
Interest and other income 59 - 7 66
--------- --------- ------- -------
Total revenues 9,054 135 971 10,160
OPERATING EXPENSES:
Property operating and maintenance 736 6 49 791
Other property expenses 347 - - 347
Real estate taxes 1,957 - 85 2,042
General and administrative 389 - - 389
Depreciation and amortization 1,310 25 190 1,525
--------- --------- ------- -------
Total operating expenses 4,739 31 324 5,094
Operating income 4,315 104 647 5,066
Interest expense 4,016 104 617 4,737
--------- --------- ------- -------
Net income $ 299 - $ 30 $ 329
========= ========= ======= =======
Basic earnings per share (d) $ 0.08 $ 0.09
========= =======
Diluted earnings per share (d) $ 0.08 $ 0.09
========= =======
</TABLE>
(a) Reflects the Company historical combined statement of operations for the
three months ended March 31, 1998.
(b) In February 1998, the Company acquired the Westland Shopping Center for
$7.925 million. Terms of the agreement included assumption of a $5.9 million
mortgage note and a cash payment of $2.025 million which was funded out of the
Greenwich Capital Line. Revenues and expenses other than depreciation and
interest represent the historical amounts of the Westland Shopping Center prior
to the acquisition. Depreciation on the new cost basis of the buildings is
computed on the straight line method over a useful life of 40 years. Interest
expense was computed utilizing the terms of the mortgage assumed and current
terms of the Greenwich Capital Line. A 1/8% increase in the interest rate of the
Greenwich Capital Line would increase the adjustment to interest expense and
decrease the adjustment to net income by $1,000.
(c) On May 29, 1998, the Company acquired for $29.47 million twelve community
shopping centers and agreed to acquire for $4.23 million an additional community
shopping center. The acquisition was funded out of proceeds of an $18 million 15
year fixed rate mortgage and available lines of credit. Pro forma expenses other
than depreciation represent the historical amounts of the Midwest Shopping
Center Retail Portfolio. Depreciation on the buildings is computed on the
straight line method over a useful life of 40 years. Interest expense was
computed utilizing current terms of the Greenwich Capital Line and the loan from
Bloomfield Acceptance Company. A 1/8% increase in the interest rate of the
Greenwich Capital Line would increase the adjustment to interest expense and
decrease the adjustment to net income by $5,000.
(d) Based on weighted average common shares outstanding of 3,784,022 and on
weighted average common and dilutive shares outstanding of 3,827,971 at March
31, 1998.
11
<PAGE> 13
MALAN REALTY INVESTORS, INC.
PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE TWELVE MONTHS ENDED DECEMBER 31, 1997
(UNAUDITED)
The following unaudited proforma condensed statement of operations combines the
historical results of operations of Malan Realty Investors, Inc. for the twelve
months ended Decembes 31, 1998 with the estimated pro forma results of the
Midwest Shopping Center Retail Portfolio, related financing transaction and
completed transactions, assuming that the transactions were completed on January
1, 1997. The statement of operations should be read in conjunction with the
other financial statments and note thereto included in this Form 8-K .
<TABLE>
<CAPTION>
MIDWEST RETAIL THE
THE COMPANY COMPLETED SHOPPING CENTER COMPANY
HISTORICAL (a) TRANSACTIONS (b) PORTFOLIO (c) PRO FORMA
-------------- ---------------- --------------- ---------
(in thousands except for per share data)
<S> <C> <C> <C> <C>
Revenues:
Minimum rent $ 24,092 $ 839 $ 3,192 $ 28,123
Percentage and overage rents 1,177 1,177
Recoveries from tenants 9,271 118 517 9,906
------- ------ ------- -------
Total rental revenues 34,540 957 3,709 39,206
Management and leasing fees 47 47
Interest and other income 396 38 434
------- ------ ------- -------
Total revenues 34,983 957 3,747 39,687
Operating Expenses:
Property operating and maintenance 2,867 25 308 3,200
Other operating expenses 1,493 1,493
Real estate taxes 7,891 99 291 8,281
General and administrative 1,546 1,546
Depreciation and amortization 5,068 149 758 5,975
------- ------ ------- -------
Total operating expenses 18,865 273 1,357 20,495
Operating income 16,118 684 2,390 19,192
Interest expense 15,576 617 2,462 18,655
------- ------ ------- -------
Net income (loss) $ 542 $ 67 ($ 72) $ 537
======= ====== ======= =======
Basic earnings per share (d) $ 0.15 $ 0.15
======= =======
Diluted earnings per share (d) $ 0.15 $ 0.15
======= =======
</TABLE>
(a) Reflects the Company historical combined statement of operations for the
three months ended March 31, 1998.
(b) In February 1998, the Company acquired the Westland Shopping Center for
$7.925 million. Terms of the agreement included assumption of a $5.9 million
mortgage note and a cash payment of $2.025 million which was funded out of the
Greenwich Capital Line. Revenues and expenses other than depreciation and
interest represent the historical amounts of the Westland Shopping Center prior
to the acquisition. Depreciation on the new cost basis of the buildings is
computed on the straight line method over a useful life of 40 years. Interest
expense was computed utilizing the terms of the mortgage assumed and current
terms of the Greenwich Capital Line. A 1/8% increase in the interest rate of the
Greenwich Capital Line would increase the adjustment to interest expense and
decrease the adjustment to net income by $3,000.
(c) On May 29, 1998, the Company acquired for $29.47 million twelve community
shopping centers and agreed to acquire for $4.23 million an additional community
shopping center. The acquisition was funded out of proceeds of an $18 million 15
year fixed rate mortgage and available lines of credit. Pro forma expenses other
than depreciation represent the historical amounts of the Midwest Shopping
Center Retail Portfolio. Depreciation on the buildings is computed on the
straight line method over a useful life of 40 years. Interest expense was
computed utilizing current terms of the Greenwich Capital Line and the loan from
Bloomfield Acceptance Company. A 1/8% increase in the interest rate of
Greenwich Capital Line would increase the adjustment to interest expense and
decrease the adjustment to net income by $20,000.
(d) Based on weighted average common shares outstanding of 3,784,022 and on
weighted average common and dilutive shares outstanding of 3,827,971 at March
31, 1998.
12
<PAGE> 14
The following table sets forth, on a property-by-property basis, certain
information regarding the Midwest Shopping Center Retail Portfolio and should be
read in conjunction with the other financial statements and notes thereto
included in this form 8-K.
<TABLE>
<CAPTION>
AVERAGE
GROSS TOTAL MINIMUM
YEAR DEVELOPED LEASABLE ANNUALIZED RENT PER PERCENT
PROPERTY/LOCATION / RENOVATED AREA (SQ.FT.) RENT (1) SQ.FT. OCCUPIED(2)
- ----------------- -------------- ------------- ---------- -------- -----------
<S> <C> <C> <C> <C> <C>
WAL-MART PLAZA
Champaigne, IL 1994 11,458 $ 127,000 $ 11.08 100%
Decatur, IL 1992 40,469 414,000 10.23 100%
Jacksonville, IL 1995 52,880 498,000 9.42 100%
Crawfordsville, IN 1991 / 1996 25,750 213,000 10.34 80%
Decatur, IN 1994 / 1997 36,300 321,000 9.21 96%
Huntington, IN 1995 12,485 120,000 9.61 100%
Chanute, KS 1995 15,447 113,000 7.95 92%
El Dorado, KS 1996 20,000 162,000 9.64 84%
Benton Harbor, MI 1995 14,280 143,000 10.01 100%
Owosso, MI 1993 / 1996 60,324 535,000 8.87 100%
Sturgis, MI 1994 12,000 123,000 10.25 100%
Little Falls, MN 1996 12,456 109,000 9.94 88%
Mansfield, OH 1993 / 1998 55,316 568,000 11.16 92%
------------- ---------- -------- -----------
369,165 $3,446,000 $ 9.78 95%
============= ========== ======== ===========
</TABLE>
<TABLE>
<CAPTION>
PROPERTY, PERCENT OF
OPERATING AND CERTAIN ANTICIPATED
REAL ESTATE MAINTENANCE EXPENSES 1998 CAPITAL
PROPERTY/LOCATION ANCHOR TENANTS(3) TAX EXPENSE EXPENSE RECOVERED EXPENDITURES
- ----------------- ----------------- ---------- ------------ ---------- ------------
<S> <C> <C> <C> <C> <C>
WAL-MART PLAZA
Champaigne, IL Wal-Mart / Sam's $ 18,017 $ 12,586 113.85% None
Decatur, IL Wal-Mart / Sam's 52,450 24,127 121.54% None
Jacksonville, IL Wal-Mart / Country Market 44,485 34,370 87.32% None
Crawfordsville, IN Wal-Mart 16,661 17,417 98.74% None
Decatur, IN Wal-Mart 20,576 50,383 68.56% None
Huntington, IN Wal-Mart 11,982 16,283 62.95% None
Chanute, KS Wal-Mart 23,672 9,926 2.36% None
El Dorado, KS Wal-Mart 12,367 25,434 72.06% None
Benton Harbor, MI Wal-Mart / Lowe's 13,647 8,664 97.68% None
Owosso, MI Wal-Mart 34,873 50,609 83.29% None
Sturgis, MI Wal-Mart 9,391 5,571 126.60% None
Little Falls, MN Wal-Mart 2,878 11,756 111.09% None
Mansfield, OH Wal-Mart 29,561 41,032 91.07% None
------------ --------- ----------
$ 290,560 308,158 86.41%
============ ========= ==========
</TABLE>
(1) Total annualized base rents as of May 29, 1998, excluding (i) percentage
rents (ii) additional amounts payable by tenants such as common area
maintenance, real estate taxes and other expense reimbursements and (iii) future
contractual rent escalations or cost of living increases.
(2) As of May 29, 1998.
(3) The anchor tenant(s) at these centers are not owned by the Company.
13
<PAGE> 15
Item 7. Financial Statements and Exhibits
c) Exhibits -
10(a)- Agreement of Sale and Purchase between Sandor
Development Company, as agent for sellers, and Malan
Realty Investors, Inc., as buyer dated as of May 6,
1998 (incorporated herein by reference to Exhibit
10(r) filed with Amendment No.1 to Form S-2 filed on
June 1, 1998)
10(b)- Loan agreement among Malan Midwest, L.L.C., and
Bloomfield Acceptance Company, L.L.C., dated as of
May 27, 1998 (incorporated herein by reference to
Exhibit 10(s) filed with Amendment No. 1 to Form S-2
filed on June 1, 1998)
14
<PAGE> 16
MALAN REALTY INVESTORS, INC.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
MALAN REALTY INVESTORS, INC.
By: /s/ Anthony S. Gramer
-------------------------------------
Anthony S. Gramer
Chief Executive Officer and President
By: /s/ Elliott J. Broderick
------------------------------------
Elliott J. Broderick
Chief Accounting Officer
Dated: June 12, 1998
15
