<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
(Mark One)
[X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the quarterly period ended March 31, 1998 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 0-22039
---------------------------------------------------------
Wells Real Estate Fund IX, L.P.
------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Georgia 58-2126622
- -------------------------------------- -------------------
(State of other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification no.)
3885 Holcomb Bridge Road, Norcross, Georgia 30092
- ------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (770) 449-7800
--------------
- -------------------------------------------------------------------------------
(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
-------- ---------
<PAGE>
Form 10-Q
---------
Wells Real Estate Fund IX, L.P.
-------------------------------
INDEX
-----
Page No.
--------
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets - March 31, 1998
and December 31, 1997.......................... 3
Statements of Income for the Three
Months Ended March 31, 1998 and 1997........... 4
Statement of Partners' Capital
for the Three Months Ended March 31, 1998
and Year Ended December 31, 1997............... 5
Statements of Cash Flows for the Three Months
Ended March 31, 1998 and 1997.................. 6
Condensed Notes to Financial Statements........ 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations..................................... 10
PART II. OTHER INFORMATION...................................... 20
2
<PAGE>
WELLS REAL ESTATE FUND IX, L.P.
(a Georgia Public Limited Partnership)
BALANCE SHEETS
<TABLE>
<CAPTION>
Assets March 31, 1998 December 31, 1997
------ -------------- -----------------
<S> <C> <C>
Investment in joint ventures (Note 2) $28,142,170 $18,551,917
Cash and cash equivalents 478,091 9,764,129
Due from affiliates 488,462 335,508
Deferred project costs 50,001 523,278
Organization costs, less accumulated
amortization of $12,500 in December 1997
and $14,063 in March 1998 17,188 18,750
Prepaid expenses and other assets 676,000 752,311
----------- -----------
Total assets $29,851,912 $29,945,893
=========== ===========
Liabilities and Partners' Capital
---------------------------------
Liabilities:
Partnership distribution payable $ 507,701 $ 437,175
----------- -----------
Partners' capital:
General partners: 0 0
Limited partners:
Class A - 2,952,276 units outstanding 25,411,792 25,322,591
Class B 547,724 units outstanding 3,932,419 4,186,127
Original limited partner 0 0
----------- -----------
Total partners' capital 29,344,211 29,508,718
----------- -----------
Total liabilities and partners'
capital $29,851,912 $29,945,893
=========== ===========
</TABLE>
See accompanying condensed notes to financial statements.
3
<PAGE>
WELLS REAL ESTATE FUND IX, L.P.
(A GEORGIA PUBLIC LIMITED PARTNERSHIP)
STATEMENTS OF INCOME
--------------------
<TABLE>
<CAPTION>
Three Months Ended
March 31, 1998 March 31, 1997
-------------- --------------
<S> <C> <C>
Revenues:
Equity in income of joint ventures (Note 2) $ 275,517 $ 40,163
Interest income 90,043 198,451
--------- --------
$ 365,560 $238,614
Expenses:
Computer costs $ 1,986 $ 2,722
Printing and notebooks 816 11,079
Administrative salaries 6,139 5,286
Office expense 1,100 1,647
Postage 2,713 6,770
Taxes and licenses 15 15
Accounting fees 4,500 12,500
Legal fees 3,547 2,279
Investment analysis expense 0 3,687
Professional fees 0 765
Registration filing fees 0 250
Amortization of organization costs 1,563 1,564
--------- --------
22,379 48,563
--------- --------
Net income $ 343,181 $190,051
========= ========
Net loss allocated to General Partners $ 0 $ (206)
Net income allocated to Class A Limited Partners $ 577,869 $249,937
Net loss allocated to Class B Limited Partners $(234,688) $(59,681)
Net income per weighted average
Class A Limited Partner Unit $ .20 $ .09
Net loss per weighted average
Class B Limited Partner Unit $ (.43) $ (.10)
Cash distribution per Class A Limited Partner Unit $.17 $.08
</TABLE>
See accompanying condensed notes to financial statements.
4
<PAGE>
STATEMENTS OF INCOME
WELLS REAL ESTATE FUND IX, L.P.
(A GEORGIA PUBLIC LIMITED PARTNERSHIP)
STATEMENT OF PARTNERS' CAPITAL
FOR THE THREE MONTHS ENDED MARCH 31, 1998
AND YEAR ENDED DECEMBER 31, 1997
<TABLE>
<CAPTION>
LIMITED PARTNERS
------------------------------------------------
CLASS A CLASS B TOTAL
------------------------ ---------------------- GENERAL PARTNERS'
ORIGINAL UNITS AMOUNTS UNITS AMOUNTS PARTNERS CAPITAL
--------- --------- ------------- -------- ------------ --------- -------------
<S> <C> <C> <C> <C> <C> <C> <C>
BALANCE,
DECEMBER 31, 1996 $ 100 2,927,443 $24,911,231 572,557 $4,840,871 $ 206 $29,752,408
Net income (loss) 0 0 1,564,778 0 (472,806) (206) 1,091,766
Partnership distributions 0 0 (1,330,748) 0 0 0 (1,330,748)
Return of capital (100) 0 0 0 0 0 (100)
Sales commissions & discounts 0 0 (4,608) 0 0 0 (4,608)
Class B conversion election 0 22,333 181,938 22,333 (181,938) 0 0
----- --------- ----------- ------- ---------- ----- -----------
BALANCE,
DECEMBER 31, 1997 0 2,949,776 25,322,591 550,224 4,186,127 0 29,508,718
Net income (loss) 0 0 577,869 0 (234,688) 0 343,181
Partnership distributions 0 0 (507,688) 0 0 0 (507,688)
Class A conversion elections 0 2,500 19,020 (2,500) (19,020) 0 0
----- --------- ----------- ------- ---------- ----- -----------
BALANCE,
MARCH 31, 1998 0 2,952,276 $25,411,792 547,724 $3,932,419 0 $29,344,211
===== ========= =========== ======= ========== ===== ===========
</TABLE>
See accompanying condensed notes to financial statements.
5
<PAGE>
WELLS REAL ESTATE FUND IX, L.P.
(A GEORGIA PUBLIC LIMITED PARTNERSHIP)
STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>
Three Months Ended
-----------------------------------
March 31, 1998 March 31, 1997
-------------- --------------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 343,181 $ 190,051
Adjustments to reconcile net income
to net cash provided by (used in) operating activities:
Equity in income of joint ventures (275,517) (40,163)
Amortization of organization costs 1,563 1,564
Changes in assets and liabilities:
Prepaids and other assets 26,311 50,000
Accounts payable 0 (3,401)
Due to affiliates 0 (422,996)
----------- -----------
Net cash provided by (used in) operating activities 95,536 (224,945)
----------- -----------
Cash flows from investing activities:
Distributions received from joint ventures 335,508 46,197
Investment in joint ventures (9,279,921) (9,518,280)
Investment in real estate 0 607,930
----------- -----------
Net cash used in investing activities (8,944,413) (8,864,153)
----------- -----------
Cash flows from financing activities:
Sales commissions paid 0 (171,304)
Distribution to Partners from accumulated earnings (437,162) (178,963)
----------- -----------
Net cash used in financing activities (437,162) (350,267)
----------- -----------
Net decrease in cash and cash equivalents (9,286,038) (9,439,365)
Cash and cash equivalents, beginning of year 9,764,129 23,557,985
----------- -----------
Cash and cash equivalents, end of period $ 478,091 $14,118,620
=========== ===========
Supplemental disclosure of noncash investing activities:
Deferred project costs applied to joint venture
property $ 473,276 $ 390,238
=========== ===========
</TABLE>
See accompanying condensed notes to financial statements.
6
<PAGE>
WELLS REAL ESTATE FUND IX, L.P.
(A Georgia Public Limited Partnership)
Condensed Notes to Financial Statement
March 31, 1998
(1) Summary of Significant Accounting Policies
------------------------------------------
(a) General
- -----------
Wells Real Estate Fund IX, L.P. (the "Partnership") is a Georgia public limited
partnership having Leo F. Wells, III and Wells Partners, L.P., as General
Partners. The Partnership was formed on August 15, 1994, for the purpose of
acquiring, developing, constructing, owning, operating, improving, leasing, and
otherwise managing for investment purposes income- producing commercial
properties or industrial properties.
On January 5, 1996, the Partnership commenced a public offering of up to
$35,000,000 of limited partnership units ($10.00 per unit) pursuant to a
Registration Statement on Form S-11 filed under the Securities Act of 1933. The
Partnership commenced active operations on February 12, 1996, when it received
and accepted subscriptions for 125,000 units. An aggregate requirement of
$2,500,000 of offering proceeds was reached on February 26, 1996, thus allowing
for the admission of New York and Pennsylvania investors in the Partnership.
The offering was terminated on December 30, 1996, at which time the Partnership
had sold 2,935,931 Class A Status Units, and 564,069 Class B Status Units, held
by a total of 1,841 and 257 Limited Partners respectively, for total Limited
Partner capital contributions of $35,000,000. After payment of $1,400,000 in
Acquisition and Advisory Fees and expenses, payment of $5,250,000 in selling
commissions and organization and offering expenses, the investment by the
Partnership of $13,293,961 in the Fund VIII-Fund IX Joint Venture, the
investment by the Partnership of $13,921,686 in the Fund IX-Fund X Joint Venture
and a $650,000 escrow contribution on behalf of Fund IX-Fund X Joint Venture, as
of March 31, 1998, the Partnership was holding net offering proceeds of $484,353
available for investment in properties.
The Partnership owns interests in properties through equity ownership in the
following joint ventures: (i) Fund VIII and Fund IX Associates, a joint venture
between the Partnership and Wells Real Estate Fund VIII, L.P. (the "Fund VIII-IX
Joint Ventures") and (ii) Fund IX and Fund X Associates, a joint venture between
the Partnership and Wells Real Estate Fund X, L.P. (the "Fund IX-X Joint
Ventures").
As of March 31, 1998, the Partnership owned interests in the following
properties through its ownership of the foregoing joint ventures: (i) a four-
story office building in Madison, Wisconsin (the "Cellular One Office
Building"), which is owned by the Fund VIII-Fund IX Joint Venture; (ii) a one-
story office building in Farmer's Branch, Texas (the "TCI Building"), which is
owned by the Fund VIII-Fund IX Joint Venture; (iii) a three-story office
building under construction in Knoxville, Tennessee (the "ABB Building"), which
is owned by the Fund IX-Fund X Joint Venture; (iv) a two-story office building
in Irvine, California (the "Matsushita Building"), which is owned by the Fund
VIII-Fund IX Joint Venture; (v) a two-story office building in Boulder
7
<PAGE>
County, Colorado (the "Cirrus Logic Building"), which is owned by the Fund VIII-
Fund IX Joint Venture; (vi) a two-story office building in Boulder County,
Colorado (the "Ohmeda Building"), which is owned by the Fund IX-Fund X Joint
Venture; and (vii) a three-story office building located in Boulder County,
Colorado (the "360 Interlocken Building"), which is owned by the Fund IX-Fund X
Joint Venture.
(b) Basis of Presentation
-------------------------
The financial statements of Wells Real Estate Fund IX, L.P. (the "Partnership")
have been prepared in accordance with instructions to Form 10-Q and do not
include all of the information and footnotes required by generally accepted
accounting principles for complete financial statements. These quarterly
statements have not been examined by independent accountants, but in the opinion
of the General Partners, the statements for the unaudited interim periods
presented include all adjustments, which are of a normal and recurring nature,
necessary to present a fair presentation of the results for such periods. For
further information, refer to the financial statements and footnotes included in
the Partnership's Form 10-K for the year ended December 31, 1997.
2) Investment in Joint Ventures
----------------------------
The Partnership owns interests in several properties as of March 31, 1998,
through its ownership of joint ventures. The Partnership does not have control
over the operations of the joint ventures; however, it does exercise significant
influence. Accordingly, investment in joint ventures is recorded on the equity
method. For further information on investments in joint ventures, see Form 10-K
for the Partnership for the year ended December 31, 1997.
The following describes additional information about the properties in which the
Partnership owned an interest as of March 31, 1998:
FUND VIII-FUND IX JOINT VENTURE
- -------------------------------
US Cellular Building
- --------------------
On January 1, 1998, American Family Insurance Company occupied the remaining
25,451 rental square feet at the US Cellular Building. The lease provides for a
rental rate of $25,599 for 1998, with annual increases of approximately 2.5%
thereafter. American Family Insurance Company has the right to terminate its
lease at the end of the third year with six to ten months prior notice and
payment of an early termination fee of $250,680.63.
FUND IX-FUND X JOINT VENTURE
- ----------------------------
Ohmeda Building
- ---------------
On February 13, 1998, the Fund IX-Fund X Joint Venture acquired a two story
office building that was completed in 1988 with approximately 106,750 rentable
square feet on a 15-acre tract of land located in Louisville, Boulder County,
Colorado from Lincor Centennial Ltd., a Colorado
8
<PAGE>
limited partnership. The purchase price for the Ohmeda Building was
$10,325,000.00. The Fund IX-Fund X Joint Venture also incurred additional
acquisition expenses in connection with the purchase of the Ohmeda Building,
including attorneys' fees, recording fees and other closing costs. The
Partnership contributed $3,460,192.32 to the Fund IX-Fund X Joint Venture for
its share of the purchase of the Ohmeda Building, and Wells Fund X contributed
$6,887,762.83 to the Fund IX-Fund X Joint Venture for its share of the purchase
of the Ohmeda Building.
The entire 106,750 rentable square feet of the Ohmeda Building is currently
under a net lease date February 26, 1987, as amended by First Amendment to Lease
dated December 3, 1987, and as amended by Second Amendment to Lease dated
October 20, 1997 (the "Lease") with Ohmeda, Inc., a Delaware corporation. The
lease was assigned to the Fund IX-Fund X Joint Venture at the closing. The
lease currently expires in January 2005, subject to (i) Ohmeda's right to
effectuate an early termination of the lease under the terms and conditions
described below, and (ii) Ohmeda's right to extend the lease for two additional
five year periods of time at the then current market rental rates.
Ohmeda is a medical supply firm based in Boulder, Colorado and is a worldwide
leader in vascular access and haemodynamic monitoring for hospital patients.
Ohmeda also has a special products division, which produces neonatal and other
oxygen care products. Ohmeda recently extended an agreement with Hewlett-
Packard to include co-marketing and promotion of combined Ohmeda/H-P neonatal
products.
The monthly base rental payable under the lease will be $83,709.79 through
January 31, 2003; $87,890.83 from February 1, 2003 through January 31, 2004; and
$92,249.79 from February 1, 2004 through January 31, 2005. Under the lease,
Ohmeda is responsible for all utilities, taxes, insurance and other operating
costs with respect to the Ohmeda Building under the term of the lease. In
addition, Ohmeda shall pay a $21,000 per year management fee for maintenance and
administrative services of the Ohmeda Building. The Fund IX-Fund X Joint
Venture, as landlord, is responsible for maintenance of the roof, exterior and
structural walls, foundations, other structural members and floor slab, provided
that the landlord's obligation to make repairs specifically excludes items of
cosmetic and routine maintenance such as the painting of walls.
The lease contains an early termination cause that allows Ohmeda the right to
terminate the lease, subject to certain conditions, on either January 31, 2001
or January 31, 2002. In order to exercise this early termination clause, Ohmeda
must give the Fund IX-Fund X Joint Venture notice on or before 5:00 p.m.. MST,
January 31, 2000, and said notice must identify which early termination date
Ohmeda is exercising. If Ohmeda exercises its right to terminate on January 31,
2001, then Ohmeda must tender $753,388.13 plus an amount equal to the amount of
real property taxes estimated to be payable to the landlord in 2002 for the tax
year 2001 based on the most recent assessment information available on the early
termination date. If Ohmeda exercises its right to terminate on January 31,
2002, then Ohmeda must tender $502,258.75 plus an amount equal to the amount of
real property taxes estimated to be payable to the landlord in 2003 for the tax
year 2002 based on the most recent assessment information available on the early
termination date. At the present time, real property taxes relating to this
property are approximately $135,500 per year. The payment of these amounts by
Ohmeda for early termination must be made on or before
9
<PAGE>
the 180th day prior to the appropriate early termination date. If the amount of
the real property taxes actually assessed is greater than the amount paid by
Ohmeda on the early termination date, then Ohmeda shall pay the landlord the
difference within thirty (30) days of the receipt of landlord's demand for said
difference. If the amount of the real property taxes actually assessed is less
than the amount paid by Ohmeda on the early termination date, then Ohmeda shall
be entitled to a refund from the landlord of the difference within thirty (30)
days of the landlord's receipt of the real property tax invoice for the
appropriate tax year.
For additional information regarding the Ohmeda Building, refer to the Form 8-K
of Wells Real Estate Fund IX, L.P. dated February 13, 1998 (Commission File No.
0-22039).
360 Interlocken Building
- ------------------------
On March 20, 1998, Fund IX-Fund X Joint Venture acquired a three-story multi-
tenant office building containing approximately 51,974 rentable square feet on a
5.1acre tract of land in Broomfield, Boulder County, Colorado for a purchase
price of $8,275,000, excluding acquisition costs.
The 360 Interlocken Building was completed in December 1996. The first floor
has multiple tenants and contains 15,599 rentable square feet; the second floor
is leased to ODS Technologies, L.P. and contains 17,146 rentable square feet;
and the third floor is leased to Transecon, Inc. and contains 19,229 rentable
square feet.
The funds used by the Fund IX-Fund X Joint Venture to acquire the 360
Interlocken Building were derived entirely from capital contributions made by
the Partnership and Wells Fund X to the Fund IX-Fund X Joint Venture of
$6,624,729 and $1,668,271, respectively.
For additional information regarding the 360 Interlocken Building, refer to the
Form 8-K of Wells Real Estate Fund IX, L.P. dated March 20, 1998 (Commission
File No. 0-22039).
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND
- -------------------------------------------------------------------------
RESULTS OF OPERATION.
- ---------------------
The following discussion and analysis should be read in conjunction with the
accompanying financial statements of the Partnership and notes thereto. This
Report contains forward-looking statements, within the meaning of Section 27A of
the Securities Act of 1933 and 21E of the Securities Exchange Act of 1934,
including discussion and analysis of the financial condition of the Partnership,
anticipated capital expenditures required to complete certain projects, amounts
of cash distributions anticipated to be distributed to Limited Partners in the
future and certain other matters. Readers of this Report should be aware that
there are various factors that could cause actual results to differ materially
form any forward-looking statement made in this Report, which include
construction costs which may exceed estimates, construction delays, lease-up
risks, inability to obtain new tenants upon expiration of existing leases, and
the potential need to fund tenant improvements or other capital expenditures out
of operating cash flow.
10
<PAGE>
Recent Accounting Pronouncements
- --------------------------------
Statement of Financial Accounting Standards (SFAS) No. 130, "Reporting
Comprehensive Income", requires certain transactions (e.g., unrealized
gains/losses on available for sale securities) that are not reflected in net
income to be displayed as other comprehensive income. The Statement also
requires an entity to report total comprehensive income (i.e., net income plus
other comprehensive income) for every period in which an income statement is
presented. SFAS No. 130 is effective for annual and interim periods beginning
after December 15, 1997. None of the transactions required to be reported in
other comprehensive income pertain to the Partnership; consequently, adoption of
this Statement had no impact on the partnership's disclosures.
Effective April 3, 1998, the American Institute of Certified Public Accountants
issued Statement of Position (SOP) 98-5, "Reporting on the Costs of Start-Up
Activities". SOP 98-5 is effective for fiscal years beginning after December
15, 1998, and initial application is required to be reported as a cumulative
effect of change in accounting principle. This SOP provides guidance on the
financial reporting of start-up costs and organization costs. It requires costs
of start-up activities and organization costs to be expensed as incurred.
Adoption of this Statement by the Partnership in the first quarter of 1999 may
result in the write-off of certain capitalized organization costs. Adoption of
this Statement is not expected to have a material impact on the Partnership's
results of operations and financial condition.
RESULTS OF OPERATIONS AND CHANGES IN FINANCIAL CONDITIONS
- ---------------------------------------------------------
(a) General
- -----------
Gross revenues of the Partnership were $365,560 for the three months ended March
31, 1998, as compared to $238,614 for the three months ended March 31, 1997.
The increase was attributable primarily to the equity in income of joint
venture. Expenses of the Partnership decreased to $22,379 for the three months
ended March 31, 1998, as compared to $48,563 for the same period in 1997, as the
result of decreased activity primarily in accounting and partnership
administrative costs. Net income of the Partnership was $343,181 for the three
months ended March 31, 1998, as compared to a net income of $190,051 for the
three months ended March 31, 1997.
The Partnership's net cash provided by operating activities increased to $95,536
for 1998, as compared to ($357,712) for 1997, which is due primarily to equity
in income of joint ventures, distributions to partners from accumulated earnings
and changes in assets and liabilities. Net cash used in investing activities
increased slightly to $8,944,413 from $8,864,153. Net cash from financing
activities increased from $350,267 to $437,162 due to the distribution to
partners from accumulated earnings. Cash and cash equivalents decreased from
$14,118,620 to $478,091 for the same period in 1998.
Cash distributions in the amount of $437,162 were made to Limited Partners
during the first quarter of 1998.
11
<PAGE>
The General Partners have verified that all operational computer systems are
year 2000 compliant. This includes systems supporting accounting, property
management and investor services. Also, as part of this review, all building
control systems have been verified as compliant. The current line of business
applications are based on compliant operating systems and database servers. All
of these products are scheduled for additional upgrades before the year 2000.
Therefore, it is not anticipated that the year 2000 will have significant impact
on operations.
Liquidity and Capital Resources
- -------------------------------
The Partnership expects to continue to meet its short-term liquidity
requirements generally through net cash provided by operations which the
Partnership believes will continue to be adequate to meet both operating
requirements and distributions to limited partners. At this time, given the
nature of the joint ventures in which the Partnership has invested, there are no
known improvements or renovations to the properties expected to be funded from
cash flow from operations.
The Partnership expects to make future real estate investments, directly or
through investments in joint ventures from limited partnership contributions.
As of March 31, 1998, the Partnership has reserved $13,406,470 for this purpose
including approximately $450,000 needed to complete construction of the Cellular
One Office Building in Madison, Wisconsin owned by the Fund VIII-Fund IX Joint
Venture and approximately $63,235 needed to complete the ABB Building in
Knoxville, Tennessee owned by the Fund IX-Fund X Joint Venture.
12
<PAGE>
Property Operations
- -------------------
As of March 31, 1998, the Partnership owned interests in the following
operational property:
The TCI Building/Fund VIII-Fund IX Joint Venture
- -------------------------------------------------
<TABLE>
<CAPTION>
Three Months Ended
-----------------------------------------------
March 31, 1998 March 31, 1997
-------------- --------------
<S> <C> <C>
Revenues:
Rental income $113,794 $113,794
Interest income 7,450 0
-------- --------
121,244 113,794
-------- --------
Expenses:
Depreciation 41,648 41,648
Management & leasing expenses 4,300 4,567
Other operating expenses 3,158 4,049
-------- --------
49,106 50,264
-------- --------
Net income $ 72,138 $ 63,530
======== ========
Occupied % 100% 100%
Partnership's Ownership % in the
Fund VIII-Fund IX Joint Venture 45.8% 50.0%
Cash distribution to Partnership $ 55,401 $ 49,397
Net income allocated to the Partnership $ 37,188 $ 31,736
</TABLE>
On October 10, 1996, Fund VIII-Fund IX Joint Venture purchased a one-story
office building containing approximately 40,000 rentable square feet, located on
approximately 4.864 acres of land in Farmer's Branch, Dallas, Texas for a
purchase price of $4,450,000 excluding acquisition costs.
The TCI Building is leased to TCI Valwood Limited Partnership I for a period of
fifteen years, with options to extend the lease for three consecutive five-year
periods. The annual base rent is $430,001 during the first five years, $454,001
during the next five years and $482,001 during the last five years. The TCI
lease commenced on July 19, 1996 and was assigned by the seller to the Fund
VIII-Fund IX Joint Venture on October 10, 1996. The lease agreement is a net
lease in that the tenant is responsible for the operating expenses including
real estate taxes.
Net income and cash distributions are greater in 1998, as compared to 1997, due
primarily to increased interest income.
13
<PAGE>
The Partnership's ownership in the Fund VIII-Fund IX Joint Venture decreased in
1998, as compared to 1997, due to additional fundings by the Wells Fund VIII.
The Matsushita Building/Fund VIII-Fund IX Joint Venture
- --------------------------------------------------------
<TABLE>
<CAPTION>
Three Months Ended
-----------------------------------------------
March 31, 1998 March 31, 1997
-------------- --------------
<S> <C> <C>
Revenues:
Rental income $167,698 $71,361
Expenses:
Depreciation 53,918 53,400
Management & leasing expenses 6,513 0
Other operating expenses 5,582 4,313
-------- -------
66,013 57,713
-------- -------
Net income $101,685 $13,648
======== =======
Occupied % 100% 100%
Partnership's Ownership % in the
Fund VIII-Fund IX Joint Venture 45.8% 50.0%
Cash distribution to Partnership $ 79,853 $ 0
Net income allocated to the Partnership $ 49,259 $ 6,818
</TABLE>
On January 10, 1997, Fund VIII-Fund IX Joint Venture acquired a two-story office
building containing approximately 63,417 rentable square feet on a 4.4 acre
tract of land located in the Irvine Spectrum planned business community in
metropolitan Orange County, California for a purchase price of $7,193,000
excluding acquisition costs.
The entire Matsushita Building is currently under a net lease to Matsushita
Avionics Systems Corporation. Matsushita Avionics' rental payment obligations
do not begin until the ninth month of the lease term which commenced when
Matsushita Avionics took possession in September 1996. Commencing in May 1997,
the ninth month of the lease term, the monthly base rental payable by Matsushita
Avionics under the Lease was be $45,879.47 through the 12th month of the lease
term. The monthly base rental payable under the Lease for the 13th month of the
lease term through the 30th month of the lease term is $57,709.47; the monthly
base rental payable for the 31st month of the lease term through the 60th month
of the lease term is $59,611.98; the monthly base rental payable for the 61st
month of the lease term through the 84th month of the lease term is $61,831.58.
The base rental payable during the option periods, if Matsushita Avionics
exercises its option to extend the Lease, is 95% of the then-market rental rate
for office space in other comparable buildings located in the Irvine area of
southern California. Under the
14
<PAGE>
Lease, Matsushita Avionics is responsible for all utilities, taxes, insurance
and other operating expenses during the term of the Lease.
The Partnership's ownership in the Fund VIII-Fund IX Joint Venture decreased in
1998, as compared to 1997, due to additional fundings by Wells Fund VIII which
decreased the Partnership's ownership in the Fund VIII-Fund IX Joint Venture.
The Cirrus Logic Building/Fund VIII-Fund IX Joint Venture
- ----------------------------------------------------------
<TABLE>
<CAPTION>
Three Months Ended One Month Ended
March 31, 1998 March 31, 1997
------------------- ----------------
Revenues:
<S> <C> <C>
Rental income $184,539 $26,926
Expenses:
Depreciation 72,765 21,500
Management & leasing expenses 9,350 0
Other operating expenses 1,901 388
-------- -------
84,016 21,888
-------- -------
Net income $100,523 $ 5,038
======== =======
Occupied % 100% 100%
Partnership's Ownership % in the
Fund VIII-Fund IX Joint Venture 45.8% 50.0%
Cash distribution to Partnership $ 76,487 $13,260
Net income allocated to Partnership $ 48,780 $ 2,517
</TABLE>
On February 20, 1997, the Fund VIII-Fund IX Joint Venture purchased a two-story
partially completed office building in Boulder County, Colorado for $7,029,000
excluding acquisition costs. Construction of the 49,460 square foot building
was substantially completed in March, 1997.
Cirrus Logic, Inc. has leased the entire building for a fifteen year term
beginning March 17, 1997. The annual base rental under the term of the Cirrus
Logic lease is $617,656 for the first five years, will be increased by 10% in
the sixth through tenth years and will be increased an additional 10% in years
eleven through fifteen. Under the lease, Cirrus Logic is responsible for all
utilities, cleaning, taxes, property insurance and other operating expenses.
Since the Cirrus Logic Building was purchased in February 1997, comparative
income and expense figures for the complete prior year's period are not
available.
15
<PAGE>
The Partnership's ownership in the Fund VIII-Fund IX Joint Venture decreased in
1998, as compared to 1997, due to additional fundings by the Wells Fund VIII
which decreased the Partnership's ownership in the Fund VIII-Fund IX Joint
Venture.
The US Cellular Building/Fund VIII-Fund IX Joint Venture
- --------------------------------------------------------
<TABLE>
<CAPTION>
Three Months Ended
------------------
March 31, 1998
------------------
Revenues:
<S> <C>
Rental income $320,519
Expenses:
Depreciation 128,049
Management & leasing expenses 34,398
Other operating expenses (16,543)
--------
145,904
--------
Net income $174,615
========
Occupied % 100%
Partnership's ownership % in the
Fund VIII-Fund IX Joint Venture 45.8%
Cash distributed to Partnership $129,166
Net income allocated to the Partnership $ 84,670
</TABLE>
On June 17, 1996, the Fund VIII - Fund IX Joint Venture purchased a 7.09 acre
tract of real property in Madison, Dane County, Wisconsin. Total cost and
expenses to be incurred by the Fund VIII - Fund IX Joint Venture for the
acquisition, development, construction and completion of the 101,727 rentable
square foot building is estimated to be approximately $10,500,000. It is
anticipated that the Partnership will fund the approximately $450,000 needed to
complete tenant improvement on this project.
In June 1997, Cellular One, a subsidiary of BellSouth Corporation, occupied its
leased space of 76,276 square feet comprising approximately 75% of the building.
The initial term of the lease is 9 years and 11 months beginning in June 1997,
with the option to extend the initial term of the lease for two consecutive
five-year periods. The annual base rent payable during the initial term is
$862,500 payable in equal monthly installments of $71,875 during the first five
years and $975,000 payable in equal monthly installments of $81,250 during the
last four years and 11 months of the initial term. The annual base rent for
each extended term will be at market rental rates. Cellular One changed its
name to US Cellular as of October 31, 1997.
16
<PAGE>
Since the building opened June 15, 1997, comparative income and expenses figures
are not available for prior periods.
The Partnership's ownership in the Fund VIII-Fund IX Joint Venture decreased in
1998, as compared to 1997, due to additional fundings by the Wells Fund VIII
which decreased the Partnership's ownership in the Fund VIII-Fund IX Joint
Venture.
The Ohmeda Building/Fund IX-Fund X Joint Venture
- ------------------------------------------------
<TABLE>
<CAPTION>
Two Months Ended
----------------
March 31, 1998
----------------
Revenues:
<S> <C>
Rental income $134,084
Expenses:
Depreciation 54,384
Management & leasing expenses 0
Other operating expenses (699)
--------
53,685
--------
Net income $ 80,399
========
Occupied % 100%
Partnership's ownership % in the
Fund IX-Fund X Joint Venture 52.9%
Cash distribution to Partnership $ 54,424
Net income allocated to the Partnership $ 38,604
</TABLE>
On February 13, 1998, Fund IX-Fund X Joint Venture acquired a two story office
building containing approximately 106,750 rentable square feet on a 15-acre
tract of land located in Louisville, Boulder County, Colorado for a purchase
price of $10,325,000 excluding acquisition costs.
The entire Ohmeda building is currently under a net lease with Ohmeda, Inc. and
was assigned to the Fund IX-Fund X Joint Venture at closing. The lease
currently expires in January 2005.
The monthly base rental payable under the lease will be $83,709.79 through
January 31, 2003; $87,890.83 from February 1, 2003 through January 31, 2004; and
$92,249.79 from February 1, 2004 through January 31, 2005. Under the lease,
Ohmeda is responsible for all utilities, taxes, insurance and other operating
costs with respect to the Ohmeda Building under the term of the lease. In
addition, Ohmeda shall pay a $21,000 per year management fee for maintenance and
administrative services of the Ohmeda Building. The Fund IX-Fund X Joint
Venture, as landlord, is responsible for maintenance of the roof, exterior and
structural walls, foundations,
17
<PAGE>
other structural members and floor slab, provided that the landlord's obligation
to make repairs specifically excludes items of cosmetic and routine maintenance
such as the painting of walls.
Since the Ohmeda Building was purchased in February 1998, comparative income and
expense figures are not available for the prior year.
The 360 Interlocken Building/Fund IX-Fund X Joint Venture
- ---------------------------------------------------------
<TABLE>
<CAPTION>
One Month Ended
---------------
March 31, 1998
--------------
Revenues:
<S> <C>
Rental income $26,133
Expenses:
Depreciation 23,574
Management & leasing expenses 0
Operating costs, net of reimbursements 0
-------
23,574
-------
Net income $ 2,559
=======
Occupied % 100%
Partnership's ownership % in the
Fund IX-Fund X Joint Venture 52.9%
Cash distributed to Partnership $13,818
Net income allocated to the Partnership $ 1,352
</TABLE>
On March 20, 1998, Fund IX-Fund X Joint Venture acquired a three-story multi-
tenant office building containing approximately 51,974 rentable square feet on a
5.1 acre tract of land in Broomfield, Boulder County, Colorado for a purchase
price of $8,275,000, excluding acquisition costs.
The 360 Interlocken Building was completed in December 1996. The first floor
has multiple tenants and contain 15,599 rentable square feet; the second floor
is leased to ODS Technologies, L.P. and contains 17,146 rentable square feet;
and the third floor is leased to Transecon, Inc. and contains 19,229 rentable
square feet.
Since the 360 Interlocken Building was purchased in March 1998, comparable
income and expense figures for the prior year are not available.
18
<PAGE>
The ABB Building/Fund IX-Fund X Joint Venture
- ---------------------------------------------
<TABLE>
<CAPTION>
Three Months Ended
------------------
March 31, 1998
------------------
Revenues:
<S> <C>
Rental income $190,986
Expenses:
Depreciation 91,094
Management & leasing expenses 25,282
Operating costs, net of reimbursements 37,768
--------
154,144
--------
Net income $ 36,842
========
Occupied % 67%
Partnership's ownership % in the Fund IX-Fund X Joint Venture 52.9%
Cash distribution to Partnership $ 32,621
Net income allocated to the Partnership $ 17,901
</TABLE>
On March 20, 1997, the Partnership contributed a 5.62 acre tract of real
property in Knoxville, Knox County, Tennessee and improvements thereon (the "ABB
Property"), valued at $1,306,393. As of March 31, 1998, the Partnership had
contributed $3,836,765 and Wells Fund X had contributed $3,835,000 toward the
development of a three story office building for total contributions of
$7,671,765.
ABB Environmental Systems, a subsidiary of ABB, Inc., occupied its leased space
of 55,000 rentable square feet comprising approximately 66% of the building in
December 1996. The initial terms of the lease is 9 years and 11 months. ABB
has the option to extend the initial term of the lease for two consecutive five
year periods. The annual base rent payable during the initial term is $646,250
payable in equal monthly installments of $53,854 during the first five years and
$728,750 payable in equal monthly installments of $60,729 during the last four
years and 11 months of the initial term. The annual base rent for each extended
term will be at market rental rates. In additions to the base rent, ABB is
required to pay additional rent equal to its share of operating expenses during
the lease term.
It is currently anticipated that the total cost to complete the project will be
approximately $7,800,000. It is currently anticipated that the Partnership will
contribute $63,235 and Wells Fund X will contribute $65,000 to the remaining
cost of approximately $128,235.
Since the ABB Building was opened in December 1997, comparative income and
expense figures for prior years are not available.
19
<PAGE>
PART II - OTHER INFORMATION
- ---------------------------
ITEM 6 (b). During the first quarter of 1998, the Partnership filed the
following Current Reports on Form 10-K:
(i) Form 8-K dated February 13, 1998, reporting the acquisition
of the Ohmeda Building.
(ii) Form 8-K dated March 20, 1998, reporting the acquisition of
the 360 Interlocken Building.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
WELLS REAL ESTATE FUND IX, L.P.
(Registrant)
Dated: May 11, 1998 By: /s/ Leo F. Wells, III
----------------------------------
Leo F. Wells, III, as Individual
General Partner and as President,
and Chief Financial
Officer of Wells Capital, Inc., the
General Partner of Wells Partners, L.P.
20
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> MAR-31-1998
<CASH> 478,091
<SECURITIES> 28,142,170
<RECEIVABLES> 488,462
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 676,000
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 29,851,912
<CURRENT-LIABILITIES> 507,701
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 29,344,211
<TOTAL-LIABILITY-AND-EQUITY> 29,851,912
<SALES> 0
<TOTAL-REVENUES> 365,560
<CGS> 0
<TOTAL-COSTS> 22,379
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 343,181
<INCOME-TAX> 343,181
<INCOME-CONTINUING> 343,181
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 343,181
<EPS-PRIMARY> .20
<EPS-DILUTED> 0
</TABLE>
