UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] Quarterly Report pursuant to Section 13 or 15 (d) of the Securities
Exchange Act of 1934
For the Quarterly Period Ended June 30, 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 #33-79012
Inland Real Estate Corporation
(Exact name of registrant as specified in its charter)
Maryland #36-3953261
(State or other jurisdiction (I.R.S. Employer Identification Number)
of incorporation or organization)
2901 Butterfield Road, Oak Brook, Illinois 60523
(Address of principal executive office) (Zip code)
Registrant's telephone number, including area code: 630-218-8000
N/A
(Former name, former address and former fiscal
year, if changed since last report)
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
As of August 11, 1997, there were 16,295,258 shares of common stock outstanding.
-1-
Part 1 - Financial Statements
Item 1. Financial Statements
INLAND REAL ESTATE CORPORATION
(a Maryland corporation)
Balance Sheets
June 30, 1997 and December 31, 1996
(unaudited)
Assets
------
1997 1996
---- ----
Investment properties (Notes 1, 4 and 5):
Land............................................ $ 46,784,498 24,705,743
Building and improvements....................... 135,113,547 69,927,238
------------- ------------
181,898,045 94,632,981
Less accumulated depreciation................... 2,748,557 1,109,038
------------- ------------
Net investment properties....................... 179,149,488 93,523,943
Cash and cash equivalents including amounts
held by property manager (Note 1)............... 16,912,223 8,491,735
Restricted cash (Note 1).......................... 1,501,442 122,043
Accounts and rents receivable (Note 5)............ 3,848,015 1,914,756
Deposits and other assets......................... 2,964,333 95,828
Deferred organization costs (net of accumulated
amortization of $8,239 and $5,492 at June 30,
1997 and December 31, 1996, respectively)
(Note 1)........................................ 19,223 21,970
Loan fees (net of accumulated amortization
of $69,387 and $11,875 at June 30, 1997 and
December 31, 1996, respectively) (Note 1)....... 812,433 338,411
------------- ------------
Total assets.................................. $205,207,157 104,508,686
============ ============
See accompanying notes to financial statements.
-2-
INLAND REAL ESTATE CORPORATION
(a Maryland corporation)
Balance Sheets
(continued)
June 30, 1997 and December 31, 1996
(unaudited)
Liabilities and Stockholders' Equity
------------------------------------
1997 1996
Liabilities: ---- ----
Accounts payable................................ $ 486,654 289,912
Accrued offering costs to Affiliates............ 745,994 298,341
Accrued offering costs to non-affiliates........ 131,702 4,236
Accrued interest payable to Affiliates.......... 4,680 4,718
Accrued interest payable to non-affiliates...... 5,645 52,402
Accrued real estate taxes....................... 4,861,649 2,770,889
Distributions payable (Note 7).................. 971,540 548,947
Security deposits............................... 485,319 247,769
Mortgages payable (Note 6)...................... 73,130,071 30,838,233
Unearned income................................. 369,135 64,590
Other liabilities............................... 286,097 32,820
Due to Affiliates (Note 2)...................... 325,906 255,591
------------- ------------
Total liabilities............................. 81,804,392 35,408,448
------------- ------------
Stockholders' Equity (Notes 1 and 2):
Common stock, $.01 par value, 24,000,000 Shares
authorized; 14,610,007 and 14,583,394 Shares
issued and outstanding at June 30, 1997 and
8,144,116 and 8,137,766 Shares issued and
outstanding at December 31, 1996,
respectively.................................. 144,353 81,000
Additional paid-in capital (net of offering
costs of $17,645,988 and $10,500,108 at June
30, 1997 and December 31, 1996, respectively of
which $14,364,462 and $8,096,213 was paid
to Affiliates, respectively).................. 126,494,374 70,512,073
Accumulated distributions in excess of
net income.................................... (3,235,962) (1,492,835)
------------- ------------
Total stockholders' equity.................... 123,402,765 69,100,238
------------- ------------
Total liabilities and stockholders' equity........ $205,207,157 104,508,686
============ ============
See accompanying notes to financial statements.
-3-
INLAND REAL ESTATE CORPORATION
(a Maryland corporation)
Statement of Operations
For the three and six months ended June 30, 1997 and 1996
(unaudited)
Three months Six months
ended ended
June 30, June 30,
-------- --------
1997 1996 1997 1996
Income: ---- ---- ---- ----
Rental income (Notes 1 and 5).... $4,367,866 845,598 7,971,450 1,320,636
Additional rental income......... 2,348,354 147,334 3,409,861 389,624
Interest income.................. 318,367 80,838 474,803 124,589
Other income..................... 24,976 52,806 61,220 52,806
---------- ---------- ---------- ----------
7,059,563 1,126,576 11,917,334 1,887,655
---------- ---------- ---------- ----------
Expenses:
Professional services to
Affiliates..................... 9,970 8,654 19,470 10,654
Professional services to
non-affiliates................. 33,515 10,160 63,925 36,228
General and administrative
to Affiliates.................. 21,119 43,532 38,055 51,435
General and administrative
expenses to non-affiliates..... 34,376 3,797 62,688 5,994
Advisor asset management fee..... 289,663 76,992 523,000 125,532
Property operating expenses
to Affiliates.................. 243,793 42,960 416,330 72,096
Property operating expenses
to non-affiliates.............. 2,355,922 165,149 4,042,846 446,626
Mortgage interest to Affiliates.. 14,059 14,280 58,513 29,323
Mortgage interest to
non-affiliates................. 1,096,429 77,804 2,057,716 77,804
Depreciation..................... 897,599 174,409 1,639,519 277,500
Amortization..................... 21,895 1,373 60,259 2,746
Acquisition costs expensed....... 43,759 8,165 52,849 17,150
---------- ---------- ---------- ----------
5,062,099 627,275 9,035,170 1,153,088
---------- ---------- ---------- ----------
Net income..................... $1,997,464 499,301 2,882,164 734,567
========== ========== ========== ==========
Net income per weighted average
common stock shares outstanding
(12,617,022 and 3,558,960 for the
three months ended June 30, 1997 and
1996, respectively and 10,945,945
and 2,956,008 for the six months
ended June 30, 1997 and 1996,
respectively).................... $ .16 .14 .26 .25
========== ========== ========== ==========
See accompanying notes to financial statements.
-4-
INLAND REAL ESTATE CORPORATION
(a Maryland corporation)
Statements of Stockholders' Equity
June 30, 1997 and December 31, 1996
Accumulated
Additional Distributions
Common Paid-in in excess of
Stock Capital net income Total
----------- ----------- ----------- -----------
Balance January 1, 1996..... $ 19,996 16,835,183 (240,113) 16,615,066
Net income.................. - - 2,452,221 2,452,221
Distributions declared
($.82 for the year ended
December 31, 1996 per
weighted average common
stock shares outstanding). - - (3,704,943) (3,704,943)
Proceeds from Offering (net
of Offering costs of
$7,378,933)............... 61,038 53,707,177 - 53,768,215
Repurchases of Shares....... (34) (30,287) - (30,321)
----------- ----------------------- ------------
Balance December 31, 1996... 81,000 70,512,073 (1,492,835) 69,100,238
Net income.................. - - 2,882,164 2,882,164
Distributions declared
($.42 for the six months
ended June 30, 1997 per
weighted average common
stock shares outstanding). - - (4,625,291) (4,625,291)
Proceeds from Offering (net
of Offering costs of
$7,145,880)............... 63,556 56,165,479 - 56,229,035
Repurchases of Shares....... (203) (183,178) - (183,381)
----------- ----------------------- ------------
Balance June 30, 1997....... $ 144,353 126,494,374 (3,235,962) 123,402,765
=========== =========== =========== ============
See accompanying notes to financial statements.
-5-
INLAND REAL ESTATE CORPORATION
(a Maryland corporation)
Statement of Cash Flows
For the six months ended June 30, 1997 and 1996
(unaudited)
1997 1996
Cash flows from operating activities: ---- ----
Net income...................................... $ 2,882,164 734,567
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation.................................. 1,639,519 277,500
Amortization.................................. 60,259 2,746
Rental income under master lease.............. 139,874 194,508
Changes in assets and liabilities:
Accounts and rents receivable............... (1,933,259) (465,358)
Other assets................................ (374,365) 44,650
Accrued interest payable.................... (46,795) 26,435
Accrued real estate taxes................... 2,090,760 356,218
Accounts payable............................ 196,742 204,911
Unearned income............................. 304,545 24,132
Other current liabilities................... 253,277 3,987
Due to Affiliates........................... 70,315 176,641
Security deposits........................... 237,550 53,871
------------ ------------
Net cash provided by operating activities......... 5,520,586 1,634,808
------------ ------------
Cash flows from investing activities:
Restricted cash................................. (1,379,399) -
Additions to investment properties.............. (520,939) (168,035)
Purchase of investment properties............... (69,320,114) (12,519,834)
Deposits on investment properties............... (2,494,140) -
------------ ------------
Net cash used in investing activities............. (73,714,592) (12,687,869)
------------ ------------
Cash flows from financing activities:
Repayment of note to Affiliate.................. - (360,000)
Proceeds from offering.......................... 63,191,534 23,730,034
Payments of offering costs...................... (6,570,761) (2,796,689)
Loan proceeds................................... 32,848,379 -
Loan fees....................................... (531,534) -
Distributions paid.............................. (4,202,698) (1,049,946)
Principal payments of debt...................... (8,120,426) (18,317)
------------ ------------
Net cash provided by financing activities......... 76,614,494 19,505,082
------------ ------------
Net increase in cash and cash equivalents......... 8,420,488 8,452,021
Cash and cash equivalents at beginning of period.. 8,491,735 738,931
------------ ------------
Cash and cash equivalents at end of period........ $16,912,223 9,190,952
============ ============
See accompanying notes to financial statements.
-6-
INLAND REAL ESTATE CORPORATION
(a Maryland corporation)
Statement of Cash Flows
(continued)
For the six months ended June 30, 1997 and 1996
(unaudited)
Supplemental schedule of noncash investing and financing activities:
1997 1996
---- ----
Purchase of investment properties.......... $(86,883,999) (16,993,010)
Assumption of debt......................... 9,563,885 4,473,176
Note payable............................... 8,000,000 -
------------- -------------
(69,320,114) (12,519,834)
============= =============
Distributions payable...................... $ 971,540 269,137
============= =============
See accompanying notes to financial statements.
-7-
INLAND REAL ESTATE CORPORATION
(a Maryland corporation)
Notes to Financial Statements
June 30, 1997
(unaudited)
Readers of this Quarterly Report should refer to the Company's audited financial
statements for the fiscal year ended December 31, 1996, which are included in
the Company's 1996 Annual Report, as certain footnote disclosures which would
substantially duplicate those contained in such audited financial statements
have been omitted from this Report.
(1) Organization and Basis of Accounting
Inland Real Estate Corporation (the "Company") was formed on May 12, 1994 to
invest in neighborhood retail centers located within an approximate 150-mile
radius of its headquarters in Oak Brook, Illinois. The Company may also acquire
single-user retail properties in locations throughout the United States, certain
of which may be sale and leaseback transactions, net leased to creditworthy
tenants. Inland Real Estate Advisory Services, Inc. (the "Advisor"), an
Affiliate of the Company, is the advisor to the Company. On October 14, 1994,
the Company commenced an initial public offering, on a best efforts basis,
("Offering") of 5,000,000 shares of common stock ("Shares") at a price of $10
per Share and 1,000,000 Shares at a price of $9.05 per Share to be distributed
pursuant to the Company's distribution reinvestment program (the "DRP"). As of
July 24, 1996, the Company had received subscriptions for a total of 5,000,000
Shares, thereby completing the initial Offering. On July 24, 1996, the Company
commenced an offering of an additional 10,000,000 Shares, on a best efforts
basis, (the "Second Offering") plus an additional 1,000,000 Shares for
distribution through the DRP. As of June 30, 1997, the Company had received
subscriptions for a total of 9,583,394 Shares from the Second Offering,
resulting in $144,525,563 in total gross offering proceeds, including Shares
purchased through the Distribution Reinvestment Program. As of June 30, 1997,
the Company has repurchased 26,613 Shares through the Share Repurchase Program.
The Company qualified as a real estate investment trust ("REIT") under the
Internal Revenue Code of 1986, as amended, for federal income tax purposes
commencing with the tax year ending December 31, 1995. Since the Company
qualified for taxation as a REIT, the Company generally will not be subject to
federal income tax to the extent it distributes its REIT taxable income to its
stockholders. If the Company fails to qualify as a REIT in any taxable year,
the Company will be subject to federal income tax on its taxable income at
regular corporate tax rates. Even if the Company qualifies for taxation as a
REIT, the Company may be subject to certain state and local taxes on its income
and property and federal income and excise taxes on its undistributed income.
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 periods.
Actual results could differ from those estimates.
-8-
INLAND REAL ESTATE CORPORATION
(a Maryland corporation)
Notes to Financial Statements
(continued)
June 30, 1997
(unaudited)
The Company considers all highly liquid investments purchased with a maturity of
three months or less to be cash equivalents and are carried at cost, which
approximates fair value.
Restricted cash at June 30, 1997 includes $967,290 held in escrow for the
principal payments on the Aurora Commons mortgage payable and $88,298 held in
escrow by the mortgagee for the payment of real estate taxes at Aurora Commons.
Restricted cash at June 30, 1997 also includes amounts held as vacancy escrows
on Cobblers Crossing, Mallard Crossing and Park St. Claire Shopping Center.
Restricted cash at June 30, 1997 and December 31, 1996 also includes amounts
held in escrow for tenant improvements, concessions and leasing commissions at
Antioch Plaza. Such amounts will be added to the basis of the property as
tenant improvements are completed.
Statement of Financial Accounting Standards No. 121 requires the Partnership to
record an impairment loss on its property to be held for investment whenever its
carrying value cannot be fully recovered through estimated undiscounted future
cash flows from their operations and sale. The amount of the impairment loss to
be recognized would be the difference between the property's carrying value and
the property's estimated fair value. As of June 30, 1997, the Partnership has
not recognized any such impairments on its properties.
Depreciation expense is computed using the straight-line method. Buildings and
improvements are based upon estimated useful lives of 30 years. Tenant
improvements will be depreciated over the related lease period.
Loan fees are amortized on a straight line basis over the life of the related
loans.
Deferred organization costs are amortized over a 60-month period.
Offering costs are offset against the Stockholders' equity accounts. Offering
costs consist principally of printing, selling and registration costs.
Rental income is recognized on a straight-line basis over the term of each
lease. The difference between rental income earned on a straight-line basis and
the cash rent due under the provisions of the lease agreements is recorded as
deferred rent receivable.
-9-
INLAND REAL ESTATE CORPORATION
(a Maryland corporation)
Notes to Financial Statements
(continued)
June 30, 1997
(unaudited)
(2) Transactions with Affiliates
As of June 30, 1997, the Company had incurred $17,645,988 of organization and
offering costs. Pursuant to the terms of the offering, the Advisor is required
to pay organizational and offering expenses (excluding sales commissions, the
marketing contribution and the due diligence expense allowance fee) in excess of
5.5% of the gross proceeds of the Offering (the "Gross Offering Proceeds") or
all organization and offering expenses (including selling commissions) which
together exceed 15% of gross offering proceeds. As of the completion of the
initial Offering, organizational and offering did not exceed the 5.5% or 15%
limitations. As of June 30, 1997, organizational and offering costs of the
Second Offering did not exceed the 5.5% and 15% limitations. The Company
anticipates that these costs will not exceed these limitations upon completion
of the offerings, however, any excess amounts will be reimbursed by the Advisor.
The Advisor and its Affiliates are entitled to reimbursement for salaries and
expenses of employees of the Advisor and its Affiliates relating to the
Offering. Such costs to Affiliates incurred relating to the offering were
$1,053,167 and $692,248 as of June 30, 1997 and December 31, 1996, respectively,
of which $2,906 and $120,269 were unpaid as of June 30, 1997 and December 31,
1996, respectively. In addition, an Affiliate of the Advisor serves as dealer
manager of the offering and is entitled to receive selling commissions, a
marketing contribution and a due diligence expense allowance fee from the
Company in connection with the offering. Such amounts incurred were $13,311,295
and $7,403,965 as of June 30, 1997 and December 31, 1996, respectively, of which
$743,088 and $270,365 was unpaid as of June 30, 1997 and December 31, 1996,
respectively. As of June 30, 1997, approximately $11,417,000 of these
commissions had been passed through from the Affiliate to unaffiliated
soliciting broker/dealers.
The Advisor and its Affiliates are entitled to reimbursement for salaries and
expenses of employees of the Advisor and its Affiliates relating to the
administration of the Company. Such costs are included in professional services
to Affiliates, general and administrative expenses to Affiliates and acquisition
costs expensed of which $2,906 remained unpaid at June 30, 1997.
As of June 30, 1997, the Advisor has contributed $200,000 to the capital of the
Company for which it received 20,000 Shares.
-10-
INLAND REAL ESTATE CORPORATION
(a Maryland corporation)
Notes to Financial Statements
(continued)
June 30, 1997
(unaudited)
The Advisor may receive an annual Advisor Asset Management Fee of not more than
1% of the Average Invested Assets, paid quarterly. For any year in which the
Company qualifies as a REIT, the Advisor must reimburse the Company: (i) to the
extent that the Advisor Asset Management Fee plus Other Operating Expenses paid
during the previous calendar year exceed 2% of the Company's Average Invested
Assets for the calendar year or 25% of the Company's Net Income for that
calendar year; and (ii) to the extent that Stockholders have not received an
annual Distribution equal to or greater than the 8% Current Return. For the six
months ended June 30, 1997, the Company has incurred $523,000 of such fees, of
which $323,000 remains unpaid at June 30, 1997.
An Affiliate of the Advisor is entitled to receive Property Management Fees for
management and leasing services. The Company incurred and paid Property
Management Fees of $416,330 and $72,096 for the six months ended June 30, 1997
and 1996, respectively, all of which has been paid.
(3) Stock Option and Dealer Warrant Plan
The Company adopted an Independent Director Stock Option Plan which granted each
Independent Director an option to acquire 3,000 Shares as of October 19, 1994
and an additional 500 Shares on the date of each annual stockholders' meeting
commencing with the annual meeting in 1995 if the Independent Director is a
member of the Board on such date. The options for the initial 3,000 Shares
granted shall be exercisable as follows: 1,000 Shares on the date of grant and
1,000 Shares on each of the first and second anniversaries of the date of grant.
The succeeding options are exercisable on the second anniversary of the date of
grant.
In addition to sales commissions, Soliciting Dealers will also receive one
Soliciting Dealer Warrant for each 40 Shares sold by such Soliciting Dealer
during the offerings, subject to state and federal securities laws. The holder
of a Soliciting Dealer Warrant will be entitled to purchase one Share from the
Company at a price of $12 during the period commencing with the first date upon
which the Soliciting Dealer Warrants are issued and ending upon the first to
occur of: (i) October 14, 1999 or (ii) the closing date of a secondary offering
of the Shares by the Company. Notwithstanding the foregoing no Soliciting
Dealer Warrant will be exercisable until one year from the date of issuance. As
of December 31, 1996, none of these warrants were exercised.
-11-
<TABLE> INLAND REAL ESTATE CORPORATION
(a Maryland corporation)
Notes to Financial Statements
(continued)
(4) Investment Properties Gross amount at which carried
<CAPTION> Initial Cost (A) at end of period
-------------------------- Net -----------------------------------------
Buildings Adjustments Land Buildings
Date and to and and
Acq Land improvements Basis (B) improvements improvements Total
Single-user Retail ------- ------------ ------------- ------------ ------------- ------------- -------------
- ------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Walgreens/Decatur
Decatur, IL............. 01/95 $ 78,330 1,130,723 - 78,330 1,130,723 1,209,053
Zany Brainy
Wheaton, IL............. 07/96 838,000 1,626,033 - 838,000 1,626,033 2,464,033
Ameritech
Joliet, IL.............. 05/97 170,000 883,293 - 170,000 883,293 1,053,293
Dominicks-Schaumburg
Schaumburg, IL.......... 05/97 2,670,250 8,012,450 - 2,670,250 8,012,450 10,682,700
Dominicks-Highland Park
Highland Park, IL....... 06/97 3,200,000 9,593,565 - 3,200,000 9,593,565 12,793,565
Neighborhood Retail Centers
- ---------------------------
Eagle Crest Shopping Center
Naperville, IL.......... 03/95 1,878,618 2,938,352 115,828 1,878,618 3,054,180 4,932,798
Montgomery-Goodyear
Montgomery, IL.......... 09/95 315,000 834,659 (12,692) 315,000 821,967 1,136,967
Hartford/Naperville Plaza
Naperville, IL.......... 09/95 990,000 3,427,961 11,244 990,000 3,439,205 4,429,205
Nantucket Square
Schaumburg, IL.......... 09/95 1,908,000 2,349,918 (72,214) 1,908,000 2,277,704 4,185,704
Antioch Plaza
Antioch, IL............. 12/95 268,000 1,360,445 (163,744) 268,000 1,196,701 1,464,701
Mundelein Plaza
Mundelein, IL........... 03/96 1,695,000 3,965,560 (38,493) 1,695,000 3,927,067 5,622,067
Regency Point
Lockport, IL............ 04/96 1,000,000 4,720,800 (24,225) 1,000,000 4,696,575 5,696,575
Prospect Heights
Prospect Heights, IL.... 06/96 494,300 1,683,755 (11,989) 494,300 1,671,766 2,166,066
Montgomery-Sears
Montgomery, IL.......... 06/96 768,000 2,714,173 (31,192) 768,000 2,682,981 3,450,981
------------ ------------- ------------ ------------- ------------- ------------
Subtotal $16,273,498 45,241,687 (227,477) 16,273,498 45,014,210 61,287,708
</TABLE>
-12-
<TABLE> INLAND REAL ESTATE CORPORATION
(a Maryland corporation)
Notes to Financial Statements
(continued)
(4) Investment Properties (continued) Gross amount at which carried
<CAPTION> Initial Cost (A) at end of period
-------------------------- Net -----------------------------------------
Buildings Adjustments Land Buildings
Date and to and and
Acq Land improvements Basis (B) improvements improvements Total
------- ------------ ------------- ------------ ------------- ------------- -------------
<S> <C> <C> <C> <C> <C> <C> <C>
Subtotal $16,273,498 45,241,687 (227,477) 16,273,498 45,014,210 61,287,708
Salem Square
Countryside, IL......... 08/96 1,735,000 4,449,217 (17,250) 1,735,000 4,431,967 6,166,967
Hawthorn Village
Vernon Hills, IL........ 08/96 2,619,500 5,887,640 34,880 2,619,500 5,922,520 8,542,020
Six Corners
Chicago, IL............. 10/96 1,440,000 4,538,152 - 1,440,000 4,538,152 5,978,152
Spring Hill Fashion Corner
West Dundee, IL......... 11/96 1,794,000 7,415,396 (203) 1,794,000 7,415,193 9,209,193
Crestwood Plaza
Crestwood, IL........... 12/96 325,577 1,483,183 4,750 325,577 1,487,933 1,813,510
Park St. Claire
Schaumburg, IL.......... 12/96 319,578 1,205,672 225,636 319,578 1,431,308 1,750,886
Lansing Square
Lansing, IL............. 12/96 4,075,000 12,179,383 15,358 4,075,000 12,194,741 16,269,741
Summit of Park Ridge
Park Ridge, IL.......... 12/96 672,000 2,497,950 (143) 672,000 2,497,807 3,169,807
Grand and Hunt Club
Gurnee, IL.............. 12/96 969,840 2,622,575 (53,343) 969,840 2,569,232 3,539,072
Quarry Outlot
Hodgkins, IL............ 12/96 522,000 1,278,431 6,851 522,000 1,285,282 1,807,282
Maple Park Place
Bolingbrook, IL......... 01/97 3,115,005 12,220,332 5,448 3,115,005 12,225,780 15,340,785
Aurora Commons
Aurora, IL.............. 01/97 3,220,000 8,318,661 3,434 3,220,000 8,322,095 11,542,095
Lincoln Park Place
Chicago, IL............. 01/97 819,000 1,299,902 3,526 819,000 1,303,428 2,122,428
------------ ------------- ------------ ------------- ------------- ------------
Subtotal $37,899,998 110,638,181 1,467 37,899,998 110,639,648 148,539,646
</TABLE>
-13-
<TABLE> INLAND REAL ESTATE CORPORATION
(a Maryland corporation)
Notes to Financial Statements
(continued)
(4) Investment Properties (continued) Gross amount at which carried
<CAPTION> Initial Cost (A) at end of period
-------------------------- Net -----------------------------------------
Buildings Adjustments Land Buildings
Date and to and and
Acq Land improvements Basis (B) improvements improvements Total
------- ------------ ------------- ------------ ------------- ------------- -------------
<S> <C> <C> <C> <C> <C> <C> <C>
Subtotal $37,899,998 110,638,181 1,467 37,899,998 110,639,648 148,539,646
Niles Shopping Center
Niles, IL............... 04/97 850,000 2,408,467 - 850,000 2,408,467 3,258,467
Mallard Crossing
Elk Grove Village, IL... 05/97 2,030,000 6,080,610 - 2,030,000 6,080,610 8,110,610
Cobblers Crossing
Elgin, IL............... 05/97 3,200,000 7,763,940 - 3,200,000 7,763,940 10,963,940
Calumet Square
Calumet City, IL........ 06/97 527,000 1,504,316 - 527,000 1,504,316 2,031,316
Sequoia Shopping Center
Milwaukee, WI........... 06/97 752,500 2,266,750 - 752,500 2,266,750 3,019,250
Riversquare Shopping Center
Naperville, IL.......... 06/97 1,525,000 4,452,958 (3,142) 1,525,000 4,449,816 5,974,816
------------ ------------- ------------ ------------- ------------- ------------
Total 46,784,498 135,115,222 (1,675) 46,784,498 135,113,547 181,898,045
=========== ============ =========== ============ ============ ============
</TABLE>
-14-
INLAND REAL ESTATE CORPORATION
(a Maryland corporation)
Notes to Financial Statements
(continued)
June 30, 1997
(unaudited)
(4) Investment Properties (continued)
(A) The initial cost to the Company, represents the original purchase price of
the property, including amounts incurred subsequent to acquisition, which
were contemplated at the time the property was acquired.
(B) Adjustments to basis includes additions to investment properties and
payments received under master lease agreements. As part of several
purchases, the Company will receive rent under master lease agreements on
the spaces currently vacant for periods ranging from one to two years or
until the spaces are leased. Generally Accepted Accounting Principles
("GAAP") require that as these payments are received, they be recorded as a
reduction in the purchase price of the properties rather than as rental
income. The cumulative amount of such payments was $710,568 and $570,694
as of June 30, 1997 and December 31, 1996, respectively. (Note 5)
(5) Operating Leases
As part of the purchases of several of the properties, the Company will receive
rent under master lease agreements on spaces currently vacant for periods
ranging from one to two years or until the spaces are leased and tenants begin
paying rent. GAAP requires the Company to reduce the purchase price of the
properties as these payments are received, rather than record the payments as
rental income.
Certain tenant leases contain provisions providing for stepped rent increases.
GAAP requires the Company to record rental income for the period of occupancy
using the effective monthly rent, which is the average monthly rent for the
entire period of occupancy during the term of the lease. The accompanying
financial statements include increases of $207,655 and $41,051 for the six
months ended June 30, 1997 and 1996, of rental income for the period of
occupancy for which stepped rent increases apply and $339,293 and $131,638 in
related accounts receivable as of June 30, 1997 and December 31, 1996,
respectively. The Company anticipates collecting these amounts over the terms
of the related leases as scheduled rent payments are made.
-15-
INLAND REAL ESTATE CORPORATION
(a Maryland corporation)
Notes to Financial Statements
(continued)
June 30, 1997
(unaudited)
(6) Mortgages and Note Payable
Mortgages payable consist of the following at June 30, 1997 and December 31,
1996:
Current Current Balance at
Property as Interest Maturity Monthly June 30, December 31,
Collateral Rate Date Payment(a) 1997 1996
- ----------- ---------- --------- ---------- ----------- ------------
Mortgage payable to Affiliate:
Walgreens 7.655% 05/2004 $ 5,689 $ 733,622 739,543
Mortgages payable to non-affiliates:
Regency Point 7.4875% 08/2000 (b) 4,397,906 4,428,690
Eagle Crest 7.850% 10/2003 15,373 2,350,000 2,350,000
Nantucket Square 7.850% 10/2003 14,392 2,200,000 2,200,000
Antioch Plaza 7.850% 10/2003 5,724 875,000 875,000
Mundelein Plaza 7.850% 10/2003 18,382 2,810,000 2,810,000
Montgomery-Goodyear 7.850% 10/2003 4,121 630,000 630,000
Montgomery-Sears 7.850% 08/2003 10,761 1,645,000 1,645,000
Hartford/Naperville 7.850% 08/2003 15,111 2,310,000 2,310,000
Zany Brainy 7.590% 01/2004 7,875 1,245,000 1,245,000
Prospect Heights
Plaza 7.590% 01/2004 6,926 1,095,000 1,095,000
Hawthorn Village
Commons 7.590% 01/2004 27,071 4,280,000 4,280,000
Six Corners Plaza 7.590% 01/2004 19,608 3,100,000 3,100,000
Salem Square
Shopping Center 7.590% 01/2004 19,797 3,130,000 3,130,000
Lansing Square 7.800% 01/2004 52,975 8,150,000 -
Spring Hill Fashion
Mall 7.800% 01/2004 30,485 4,690,000 -
Aurora Commons (c) 9.000% 10/2001 85,423 9,480,163 -
Maple Park Place 6.8375% 06/2004 (d) 7,650,000 -
Dominicks-Schaumburg 6.8375% 06/2004 (d) 5,345,500 -
Summit Park Ridge 6.8375% 06/2004 (d) 1,600,000 -
Lincoln Park Place 6.8375% 06/2004 (d) 1,050,000 -
Crestwood Plaza 6.8375% 06/2004 (d) 904,380 -
Park St. Claire 6.8375% 06/2004 (d) 762,500 -
Quarry 6.8375% 06/2004 (d) 900,000 -
Grand/Hunt Club 6.8375% 06/2004 (d) 1,796,000 -
----------- ------------
Mortgages Payable.................................... $73,130,071 30,838,233
=========== ============
(a) All payments are interest only, with the exception of the loans secured by
the Walgreens, Regency Point and Aurora Commons properties.
-16-
INLAND REAL ESTATE CORPORATION
(a Maryland corporation)
Notes to Financial Statements
(continued)
June 30, 1997
(unaudited)
(b) Payments on this mortgage are based on a floating interest rate of 180
basis points over the 30-day LIBOR rate, which adjusts monthly, amortizing
over 25 years.
(c) The Company received a credit for interest expense on the debt at closing,
which is included in restricted cash along with an amount set aside by the
Company for principal payments on the debt. Interest income earned on the
restricted cash amounts, when netted with interest expense on the debt,
results in an adjusted interest rate on the debt of approximately 8.2%.
(d) Payments on this mortgage are based on a floating interest rate of 115
basis points over the 30-day LIBOR rate, which adjusts monthly.
(7) Deposits on Investment Properties
On February 7, 1997, the Company made an initial deposit of $1,228,510 for the
purchase of Oak Forest Commons. The balance of the purchase price,
approximately $10,607,000 will be paid upon completion of the redevelopement of
the center and when the anticipated main tenant, Dominick's Finer Foods, Inc.,
begins paying rent under a lease agreement.
On February 7, 1997, the Company made an initial deposit of $1,265,630 for the
purchase of Downers Grove Plaza. The balance of the purchase price,
approximately $15,382,000 will be paid upon completion of the redevelopement of
the center and when the anticipated main tenant, Dominick's Finer Foods, Inc.
begins paying rent under a lease agreement.
The Company earns interest on these deposits at the rate of 9.3% per annum.
(8) Subsequent Events
As of July 10, 1997, the Company had received subscriptions for a total of
10,000,000 Shares thereby completing the follow-on Offering. On July 14, 1997,
the Company commenced a second follow-on Offering of 20,000,000 Shares plus an
additional 1,000,000 Shares available for distribution through the DRP. As of
August 11, 1997, the Company has accepted subscriptions for 951,535 Shares in
the second follow-on Offering.
In July 1997, the Company paid a distribution of $971,540 to the Stockholders.
-17-
INLAND REAL ESTATE CORPORATION
(a Maryland corporation)
Notes to Financial Statements
(continued)
June 30, 1997
(unaudited)
On July 17, 1997, the Company purchased the Rivertree Court Shopping Center
from an unaffiliated third party for approximately $31,750,000. As part of the
acquisitions, the Company assumed the existing first mortgage loan of
$15,700,000. The mortgage requires interest only payments at a rate of 10.03%
per annum, paid monthly, until the maturity date of January 1, 1999. The
property is located in Vernon Hills, Illinois and contains approximately
299,055 square feet of leasable space.
On July 25, 1997, the Company purchased Shorecrest Shopping Center from an
unaffiliated third party for approximately $5,956,000. The property is located
in Racine, Wisconsin and contains approximately 91,177 square feet of leasable
space.
On July 31, 1997, the Company made an additional deposit of $524,390 for the
purchase of Oak Forest Commons. The Company earns interest on this deposit at
the rate of 9.3% per annum.
-18-
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Certain statements in this "Management's Discussion and Analysis of Financial
Condition and Results of Operations" and elsewhere in this quarterly report on
Form 10-Q constitute "forward-looking statements" within the meaning of the
Federal Private Securities Litigation Reform Act of 1995. These forward-
looking statements involve known and unknown risks, uncertainties and other
factors which may cause the Company's actual results, performance or
achievements to be materially different from any future results, performance or
achievements expressed or implied by these forward-looking statements. These
factors include, among other things, limitations on the area in which the
Company may acquire properties; risks associated with borrowings secured by the
Company's properties; competition for tenants and customers; federal, state or
local regulations; adverse changes in general economic or local conditions;
competition for property acquisitions with third parties that have greater
financial resources than the Company; inability of lessees to meet financial
obligations; uninsured losses; risks of failing to qualify as a REIT; and
potential conflicts of interest between the Company and its affiliates
including the Advisor.
Liquidity and Capital Resources
As of July 24, 1996, the Company had received subscriptions for a total of
5,000,000 Shares, thereby completing the initial Offering. On July 24, 1996,
the Company commenced a follow-on Offering of 10,000,000 shares plus an
additional 1,000,000 shares available for distribution through the DRP. As of
June 30, 1997, the Company had received subscriptions for a total of 9,583,394
Shares of the follow-on Offering, resulting in $144,525,563 in Gross Offering
Proceeds. As of June 30, 1997, the Company has repurchased 26,613 Shares
through the Share Repurchase Program.
As of July 10, 1997, the Company had received subscriptions for a total of
10,000,000 Shares thereby completing the follow-on Offering. On July 14, 1997,
the Company commenced a second follow-on Offering of 20,000,000 Shares plus an
additional 1,000,000 Shares available for distribution through the DRP. As of
August 11, 1997, the Company has accepted subscriptions for 951,535 Shares in
the second follow-on Offering.
The Company's capital needs and resources are expected to undergo changes as a
result of the completion of the initial public offering of Shares, the
commencement of the follow-on Offering and the acquisition of properties.
Operating cash flow is expected to increase as these additional properties are
added to the portfolio. Distributions to Stockholders are determined by the
Company's Board of Directors and are dependent on a number of factors,
including the amount of funds available for distribution, the Company's
financial condition, capital expenditures, and the annual distribution required
to maintain REIT status under the Code.
-19-
Cash and cash equivalents consists of cash and short-term investments. Cash
and cash equivalents at June 30, 1997 and December 31, 1996 were $16,912,223
and $8,491,735 respectively. The increase in cash and cash equivalents since
December 31, 1996 is due to the additional sales proceeds raised and
$32,848,379 in additional loan proceeds from financing the properties.
Partially offsetting these increases in cash and cash equivalents was the
purchase of additional properties since December 31, 1996 and the payment of
Offering costs. The Company intends to use cash and cash equivalents to
purchase additional properties, to pay distributions and to pay offering costs.
As of June 30, 1997, the Company had acquired thirty-three properties. The
properties owned by the Company are currently generating sufficient cash flow
to cover operating expenses of the Company plus pay a monthly distribution on
weighted average shares. Commencing with the fourth quarter of 1996, the
Company increased the monthly distributions from 8.0% to 8.3% per annum on
weighted average shares. Beginning March 1, 1997, the Company increased the
monthly distribution paid to 8.5% per annum on weighted average shares.
Distributions declared for the six months ended June 30, 1997 were $4,625,291,
a portion of which represents a return of capital for federal income tax
purposes. The return of capital portion of the distributions cannot be
determined at this time and will be calculated at year end. Beginning August
1, 1997, the Company has increased the monthly distribution to 8.7% per annum
on weighted average shares.
Management of the Company monitors the various qualification tests the Company
must meet to maintain its status as a real estate investment trust. Large
ownership of the Company's stock is tested upon purchase to determine that no
more than 50% in value of the outstanding stock is owned directly, or
indirectly, by five or fewer persons or entities at any time. Management of
the Company also determines, on a quarterly basis, that the Gross Income, Asset
and Distribution Tests as described in the section of the Prospectus entitled
"Federal Income Tax Considerations--Taxation of the Company--REIT Qualification
Tests" are met. On an ongoing basis, as due diligence is performed by
management of both the Company and the Advisor on potential real estate
purchases or temporary investment of uninvested capital, management of both
entities determines that the income from the new asset will qualify for REIT
purposes. Beginning with the year ended December 31, 1995, the Company
qualified as a REIT.
-20-
Cash Flows From Operating Activities
Net cash provided by operating activities increased by approximately $3,885,778
for the six months ended June 30, 1997 to $5,520,586 from $1,634,808 for the
same period in 1996. This increase is due primarily to an increase in net
income for the six months ended June 30, 1997, as compared to the net income
for the six months ended June 30, 1996. This increase in net income is due to
the purchase of additional properties. As of June 30, 1997, the Company had
acquired thirty-three properties, as compared to ten properties as of June 30,
1996.
Cash Flows From Investing Activities
During the six months ended June 30, 1997, the Company utilized $69,320,114 in
investing activities for the purchase of twelve properties, as compared to the
$12,519,834 utilized in the six months ended June 30, 1996 for the purchase of
four properties.
In addition, the Company made initial deposits totaling $24,494,140 for the
purchase of two centers to be completed in late 1997.
Cash Flows From Financing Activities
For the six months ended June 30, 1997, the Company generated $76,614,494 of
cash flows from financing activities as compared to $19,505,082 of cash flows
generated from financing activities for the six months ended June 30, 1996.
This increase is due primarily to the increase in proceeds raised from the
Offering of $63,191,534 for the six months ended June 30, 1997, as compared to
$23,730,034 of Offering proceeds raised for the six months ended June 30, 1996
and loan proceeds, net of principal payment of debt, received in the six months
ended June 30, 1997. This increase is partially offset by an increase in the
cash used for the payment of Offering costs for the six months ended June 30,
1997. The increase is also partially offset by an increase in the amount of
distributions paid for the six months ended June 30, 1997 of $4,202,698 as
compared to the distributions paid for the six months ended June 30, 1996 of
$1,049,946.
The Advisor has guaranteed payment of all public offering expenses (excluding
selling commissions, the marketing contribution and the due diligence expense
allowance fee) in excess of 5.5% of the Gross Offering Proceeds of the Offering
(the "Gross Offering Proceeds") or all organization and offering expenses
(including such selling expenses) which together exceed 15% of the Gross
Offering Proceeds. As of June 30, 1997, organizational and offering costs did
not exceed this limitation.
-21-
Results of Operations
As of June 30, 1997, subscriptions for a total of 14,583,394 Shares were
received from the public resulting in $144,525,563 in Gross Offering Proceeds,
which includes the Advisor's capital contribution of $200,000 and Shares
purchased through the DRP.
Funds from operations ("FFO") means net income (computed in accordance with
generally accepted accounting principles), excluding gains (or losses) from
debt restructuring and sales of property, plus depreciation and other non-cash
items. FFO and funds available for distribution for the six months ended June
30, 1997 and 1996 are calculated as follows:
June 30, June 30,
1997 1996
---- ----
Net income................................... $ 2,882,164 734,567
Depreciation................................. 1,639,519 277,500
------------ ------------
Funds from operations(1)................... 4,521,683 1,012,067
Deferred rent receivable (2)................. (207,655) (41,051)
Rental income received under
Master lease agreements (3)................. 139,874 194,508
------------ ------------
Funds available for distribution............. $ 4,453,902 1,165,524
============ ============
(1) FFO does not represent cash generated from operating activities in
accordance with generally accepted accounting principles and is not
necessarily indicative of cash available to fund cash needs. FFO should
not be considered as an alternative to net income as an indicator of the
Company's operating performance or as an alternative to cash flow as a
measure of liquidity.
(2) Reference is made to Note (5) of the Notes to Financial Statements of the
Company.
(3) As part of the purchase of some of the properties, the Company will
receive rent under master lease agreements on some of the spaces currently
vacant for periods ranging from one to two years or until the spaces are
leased. Generally accepted accounting principles require that as these
payments are received, they be recorded as a reduction in the purchase
price of the properties rather than as rental income. Reference is made
to Note (5) of the Notes to Financial Statements of the Company.
-22-
Total income for the six months ended June 30, 1997 and 1996 was $11,917,334 and
$1,887,655, respectively. This increase was due to the purchase of additional
properties. As of June 30, 1997, the Company had acquired thirty-three
properties, as compared to ten properties as of June 30, 1996. The purchase of
additional properties also resulted in increases in property operating expenses
to Affiliates and non-affiliates and depreciation expense.
The increase in mortgage interest to Affiliates and non-affiliates for the six
months ended June 30, 1997, as compared to the six months ended June 30, 1996,
is due to financing placed on previously acquired centers as well as mortgages
assumed as part of the purchases of Regency Point and Aurora Commons. The
mortgages payable totaled $73,130,071 for the six months ended June 30, 1997 as
compared to $30,838,233 for the six months ended June 30, 1996. The Company
continues to have a mortgage collateralized by the Walgreens, Decatur property
payable to an Affiliate.
Interest income is the result of cash and cash equivalents being invested in
short-term investments until a property is purchased.
The increases in professional services to non-affiliates and general and
administrative expenses to Affiliates and non-affiliates for the three and six
months ended June 30, 1997, as compared to the three and six months ended June
30, 1996, is due to the management of an increased number of real estate assets.
The following is a list of approximate physical occupancy levels for the
Company's investment properties as of the end of each quarter during 1996 and
1997. N/A indicates the property was not owned by the Company at the end of the
quarter.
1996 1997
------------------------ ------------------------
at at at at at at at at
Properties 03/31 06/30 09/30 12/31 03/31 06/30 09/30 12/31
---------- ----- ----- ----- ----- ----- ----- ----- -----
Walgreens 100% 100% 100% 100% 100% 100%
Decatur, Illinois
Eagle Crest 100% 100% 100% 100% 97% 97%
Naperville, Illinois
Montgomery-Goodyear 100% 100% 100% 100% 77% 77%
Montgomery, Illinois
Hartford/Naperville Plaza 100% 100% 100% 100% 100% 100%
Naperville, Illinois
Nantucket Square 81% 81% 94% 85% 94% 94%
Schaumburg, Illinois
Antioch Plaza 49% 49% 49% 57% 59% 59%*
Antioch, Illinois
Mundelein Plaza 100% 100% 100% 100% 100% 96%*
Mundelein, IL
Regency Point N/A 97% 97% 97% 100% 100%
Lockport, IL
Prospect Heights N/A 78% 100% 100% 83% 83%*
Prospect Heights, IL
Montgomery-Sears N/A 85% 85% 85% 85% 85%*
Montgomery, IL
-23-
1996 1997
------------------------ ------------------------
at at at at at at at at
Properties 03/31 06/30 09/30 12/31 03/31 06/30 09/30 12/31
---------- ----- ----- ----- ----- ----- ----- ----- -----
Zany Brainy N/A N/A 100% 100% 100% 100%
Wheaton, IL
Salem Square N/A N/A 97% 97% 97% 97%*
Countryside, IL
Hawthorn Village N/A N/A 99% 98% 97% 98%
Vernon Hills, IL
Six Corners N/A N/A N/A 92% 94% 94%
Chicago, IL
Spring Hill Fashion Ctr. N/A N/A N/A 95% 96% 96%
West Dundee, IL
Crestwood Plaza N/A N/A N/A 100% 100% 100%
Crestwood, IL
Park St. Claire N/A N/A N/A 100% 100% 100%
Schaumburg, IL
Lansing Square N/A N/A N/A 89% 90% 90%
Lansing, IL
Summit of Park Ridge N/A N/A N/A 81% 82% 81%*
Park Ridge, IL
Grand and Hunt Club N/A N/A N/A 100% 100% 100%
Gurnee, IL
Quarry Outlot N/A N/A N/A 100% 100% 100%
Hodgkins, IL
Maple Park Place N/A N/A N/A N/A 99% 97%
Bolingbrook, IL
Aurora Commons N/A N/A N/A N/A 99% 100%
Aurora, IL
Lincoln Park Place N/A N/A N/A N/A 100% 100%
Chicago, IL
Ameritech N/A N/A N/A N/A N/A 100%
Joliet, IL
Dominicks-Schaumburg N/A N/A N/A N/A N/A 100%
Schaumburg, IL
Dominicks-Highland Park N/A N/A N/A N/A N/A 100%
Highland Park, IL
Niles Shopping Center N/A N/A N/A N/A N/A 100%
Niles, IL
Mallard Crossing N/A N/A N/A N/A N/A 95%
Elk Grove Village, IL
Cobblers Crossing N/A N/A N/A N/A N/A 91%
Elgin, IL
Calumet Square N/A N/A N/A N/A N/A 100%
Calumet City, IL
Sequoia Shopping Center N/A N/A N/A N/A N/A 96%
Milwaukee, WI
Riversquare Shopping Center N/A N/A N/A N/A N/A 100%
Naperville, IL
* As part of the purchase of these properties the Company receives rent under
master lease agreements on the space which was vacant at the time of the
purchase, resulting in 100% economic occupancy at June 30, 1997 for Antioch,
Montgomery-Sears and Salem Square.
-24-
As part of the purchase of Summit of Park Ridge, a portion of the Seller's
proceeds were escrowed for the monthly release of master lease payments.
The master lease agreements along with credits for signed leases resulted in
90% economic occupancy at June 30, 1997.
The master lease agreements are for periods ranging from one to two years or
until the spaces are leased.
The Company has received termination fees resulting in 100% economic
occupancy for Prospect Heights.
Subsequent Events
In July 1997, the Company paid a distribution of $971,540 to the Stockholders.
As of July 10, 1997, the Company had received subscriptions for a total of
10,000,000 Shares thereby completing the follow-on Offering. On July 14, 1997,
the Company commenced a second follow-on Offering of 20,000,000 Shares plus an
additional 1,000,000 Shares available for distribution through the DRP. As of
August 11, 1997, the Company has accepted subscriptions for 951,535 Shares in
the second follow-on Offering.
On July 17, 1997, the Company purchased the Rivertree Court Shopping Center from
an unaffiliated third party for approximately $31,750,000. As part of the
acquisitions, the Company assumed the existing first mortgage loan of
$15,700,000. The mortgage requires interest only payments at a rate of 10.03%
per annum, paid monthly, until the maturity date of January 1, 1999. The
property is located in Vernon Hills, Illinois and contains approximately 299,055
square feet of leasable space.
On July 25, 1997, the Company purchased Shorecrest Shopping Center from an
unaffiliated third party for approximately $5,956,000. The property is located
in Racine, Wisconsin and contains approximately 91,177 square feet of leasable
space.
On July 31, 1997, the Company made an additional deposit of $524,390 for the
purchase of Oak Forest Commons. The Company earns interest on this deposit at
the rate of 9.3% per annum.
On the behalf of the Company, the Advisor is currently exploring the purchase of
additional shopping centers from unaffiliated third parties.
-25-
PART II - Other Information
Items 1 through 5 are omitted because of the absence of conditions under which
they are required.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits: Required by the Securities and Exchange Commission
Regulations S-K. Item 601. The following documents are incorporated by
reference:
Registration Statement on Form S-11 and related exhibits, as amended,
File No. 33-79012, filed under the Securities Act of 1933.
(27) Financial Data Schedule
(b) Report on Form 8-K dated May 20, 1997
Item 2. Acquisition or Disposition of Assets
Item 5. Other Events
Item 6. Resignation of Registrant's Directors
Item 7. Financial Statements and Exhibits
-26-
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.
INLAND REAL ESTATE CORPORATION
/S/ ROBERT D. PARKS
By: Robert D. Parks
Chief Executive Officer
Date: August 11, 1997
/S/ KELLY TUCEK
By: Kelly Tucek
Chief Financial and Accounting Officer
Date: August 11, 1997
-27-
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<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> JUN-30-1997
<CASH> 18413665
<SECURITIES> 0
<RECEIVABLES> 3848015
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 25226013
<PP&E> 181898045
<DEPRECIATION> 2748557
<TOTAL-ASSETS> 205207157
<CURRENT-LIABILITIES> 8674321
<BONDS> 0
0
0
<COMMON> 144353
<OTHER-SE> 123258412
<TOTAL-LIABILITY-AND-EQUITY> 205207157
<SALES> 0
<TOTAL-REVENUES> 11917334
<CGS> 0
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<OTHER-EXPENSES> 6918941
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<INCOME-PRETAX> 2882164
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