SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES AND EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported) December 31, 1997
AEI INCOME & GROWTH FUND XXI LIMITED PARTNERSHIP
(Exact Name of Registrant as Specified in its Charter)
State of Minnesota
(State or other Jurisdiction of Incorporation or
Organization)
33-85076C 41-1789725
(Commission File Number) (I.R.S. Employer
Identification No.)
1300 Minnesota World Trade Center, St. Paul, Minnesota 55101
(Address of Principal Executive Offices)
(612) 227-7333
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
Item 2. Acquisition or Disposition of Assets.
On December 31, 1997, the Partnership purchased a
49.6% interest in a newly constructed Champps Americana
restaurant in Schaumburg, Illinois from Champps Americana,
Inc. The total cash purchase price of the land and building
was approximately $4,435,083. The remaining interest is
owned by Net Lease Income & Growth Fund 84-A Limited
Partnership and AEI Net Lease Income & Growth Fund XX
Limited Partnership, affiliates of the Partnership. Champps
Americana, Inc. is not affiliated with the Partnership.
The cash, used in purchasing the property, was from
the proceeds of sale of Limited Partnership Units.
Item 7. Financial Statements and Exhibits.
(a) Financial statements of businesses acquired.
Not Applicable. Property was newly constructed.
(b) A limited number of proforma adjustments are
required to illustrate the effects of the
transaction on the balance sheet and income
statement. The following narrative
description is furnished in lieu of the
proforma statements:
Assuming the Partnership had acquired the
property on January 1, 1996, the Partnership's
Investments in Real Estate would have
increased by approximately $2,199,801 and its
Current Assets (cash) would have decreased by
approximately $2,199,801 at December 31, 1996
and September 30, 1997.
The Total Income for the Partnership would
have increased from $1,341,753 to $1,578,232
for the year ended December 31, 1996 and from
$1,098,273 to $1,275,632 for nine months ended
SeptemberE30, 1997 if the Partnership had
owned the property during the periods.
Depreciation Expense would have increased by
$115,721 and $86,791 for the year ended
December 31, 1996 and the nine months ended
September 30, 1997, respectively.
The net effect of these proforma adjustments
would have caused Net Income to increase from
$912,232 to $1,032,990 and from $703,500 to
$794,068, which would have resulted in Net
Income of $58.64 and $32.82 per Limited
Partnership Unit outstanding for the year
ended December 31, 1996 and the nine months
ended SeptemberE30, 1997, respectively.
(c) Exhibits
Exhibit 10.1 - Net Lease Agreement
dated April 21, 1997 between the
Partnership, AEI Net Lease Income
& Growth Fund XX Limited
Partnership, Net Lease Income &
Growth Fund 84-A, and Champps
Americana, Inc. relating to the
property at 955 Golf Road,
Schaumburg, Illinois (incorporated
by reference to Exhibit 10.2 of
Form 10-QSB filed with the
Commission on May 13, 1997).
Exhibit 10.2 - First Amendment to
Net Lease Agreement dated December
31, 1997 between the Partnership,
AEI Net Lease Income & Growth Fund
XX Limited Partnership, Net Lease
Income & Growth Fund 84-A, and
Champps Americana, Inc. relating
to the property at 955 Golf Road,
Schaumburg, Illinois.
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 hereunto duly
authorized.
AEI INCOME & GROWTH FUND XXI LIMITED PARTNERSHIP
By: AEI Fund Management XXI, Inc.
Its: Managing General Partner
Date: January 5, 1998 /s/ Mark E Larson
By: Mark E. Larson
Its Chief Financial Officer
(Principal Accounting and
Financial Officer)
FIRST AMENDMENT TO NET LEASE AGREEMENT
THIS AMENDMENT TO NET LEASE AGREEMENT, made and
entered into effective as of the 31st day of December, 1997,
by and between AEI Income & Growth Fund XXI Limited
Partnership (hereinafter, "Fund XXI"), AEI Net Lease Income
& Growth Fund XX Limited Partnership (hereinafter, "Fund
XX"), and Net Lease Income & Growth Fund 84-A Limited
Partnership (hereinafter, "Fund 84-A") (together,
"Lessor"),whose principal business address is 1300 Minnesota
World Trade Center, 30 East Seventh Street, St. Paul,
Minnesota 55101 ("Lessor"), and Champps Americana, Inc., a
Minnesota corporation ("Lessee"), whose principal business
address is One Corporate Place, 55 Ferncroft Road, Danvers,
Ma. 01923;
WITNESSETH:
WHEREAS, Lessor is the fee owner of a certain parcel of
real property and improvements located at Schaumburg,
Illinois, and legally described in Exhibit "A", which is
attached hereto and incorporated herein by reference; and
WHEREAS, Lessee has constructed the building and
improvements (together the "Building") on the real property
described in Exhibit "A", which Building is described in the
plans and specifications heretofore submitted to Lessor; and
WHEREAS, Lessee and Lessor have entered into that
certain Net Lease Agreement dated April 21, 1997 (the
"Lease") providing for the lease of said real property and
Building (said real property and Building hereinafter
referred to as the "Leased Premises"), from Lessor upon the
terms and conditions therein provided in the Lease;
NOW, THEREFORE, in consideration of the Rents, terms,
covenants, conditions, and
agreements hereinafter described to be paid, kept, and
performed by Lessee, including the completion of the
Building and other improvements constituting the Leased
Premises, Lessee and Lessor do hereby agree to amend the
Lease as follows:
1. Article 2(A) and (B) of the Lease shall henceforth read
as follows:
ARTICLE 2. TERM
(A) The term of this Lease ("Term") shall be Twenty
(20) consecutive "Lease Years", as hereinafter defined,
commencing on April 21, 1997 ("Occupancy Date"), plus the
period ending December 31, 1997, with the contemplated
initial term hereof ending on December 31, 2017.
(B) The first full Lease Year shall commence on the
date of this First Amendment and
continue through December 31, 1998.
2. Article 4(A) of the Lease shall henceforth read as
follows:
ARTICLE 4. RENT PAYMENTS
(A) Annual Rent Payable for the first, second, and
third Lease Years: Lessee shall pay to Lessor an annual
Base Rent of $476,771.42, which amount shall be payable in
advance on the first day of each month in equal monthly
installments of $19,706.55 to Fund XXI, $14,700.45 to Fund
XX, and $5,323.95 to Fund 84A. If the first day of the
Lease Term is not the first day of a calendar month, then
the monthly Rent payable for that partial month shall be a
prorated portion of the equal monthly installment of Base
Rent.
3. Article 35 is hereby deleted in its entirety; Lessor
and Lessee agree that the referenced
Development Financing Agreement is terminated in
accordance with its terms. All other terms and conditions
of the Lease shall remain in full force and effect.
4. Lessee has accepted delivery of the Leased Premises and
has entered into occupancy thereof;
5. Lessee has fully inspected the Premises and found the
same to be as required by the Lease, in good order and
repair, and all conditions under the Lease to be performed
by the Lessor have been satisfied;
6. As of this date, the Lessor is not in default under any
of the terms, conditions, provisions or agreements of the
Lease and the undersigned has no offsets, claims or defenses
against the Lessor with respect to the Lease.
7. This Agreement may be executed in multiple
counterparts, each of which shall be deemed an original and
all of which shall constitute one and the same instrument.
IN WITNESS WHEREOF, Lessor and Lessee have respectively
signed and sealed this Lease as of the day and year first
above written.
LESSEE: CHAMPPS AMERICANA, INC.
By: /s/ Donna Depoian
Its: Asst. Secretary
STATE OF Massachusetts)
)SS.
COUNTY OF Essex )
The foregoing instrument was acknowledged before me
this 30th day of December, 1997, by Donna Depoian, as Asst.
Secretary of Champps Americana, Inc. on behalf of
said corporation.
/s/ Jane K Blanchetts
Notary Public
Remainder of page intentionally left blank
LESSOR: AEI INCOME & GROWTH FUND XXI
LIMITED PARTNERSHIP, a
Minnesota limited partnership
By: AEI FUND MANAGEMENT XXI, INC., a
Minnesota corporation
By: /s/ Robert P Johnson
Robert P. Johnson, President
STATE OF MINNESOTA )
)SS.
COUNTY OF RAMSEY )
The foregoing instrument was acknowledged before me the
31st day of December, 1997, by Robert P. Johnson, the
President of AEI Fund Management XXI, Inc., a Minnesota
corporation, corporate general partner of AEI Income &
Growth Fund XXI Limited Partnership, on behalf of said
limited partnership.
/s/ Barbara J Kochevar
[notary seal] Notary Public
LESSOR AEI NET LEASE INCOME & GROWTH FUND XX LIMITED
PARTNERSHIP
By: AEI Fund Management XX, Inc.
By: Robert P Johnson
Robert P. Johnson, President
STATE OF MINNESOTA )
)SS.
COUNTY OF RAMSEY )
The foregoing instrument was acknowledged before me
the 31st day of December, 1997, by Robert P. Johnson, the
President of AEI Fund Management XX, Inc., a Minnesota
corporation, corporate general partner of AEI Net Lease
Income & Growth Fund XX Limited Partnership, on behalf of
said limited partnership.
/s/ Barbara J Kochevar
[notary seal] Notary Public
LESSOR NET LEASE INCOME & GROWTH FUND 84-A LIMITED
PARTNERSHIP
By: Net Lease Management 84-A, Inc.
By: /s/ Robert P Johnson
Robert P. Johnson, President
STATE OF MINNESOTA )
)SS.
COUNTY OF RAMSEY )
The foregoing instrument was acknowledged before me
the 31st day of December, 1997, by Robert P. Johnson, the
President of Net Lease Management 84-A, Inc., a Minnesota
corporation, corporate general partner of Net Lease Income &
Growth Fund 84-A Limited Partnership, on behalf of said
limited partnership.
/s/ Barbara J Kochevar
[notary seal] Notary Public
Exhibit A
Legal Description
Parcel 1
Lot 2 in American-Commons Subdivision, a Resubdivision
of Lots 1 and 2 in Anderson's Woodfield Common West, a
subdivision of part of the Northeast quarter of Section 14,
Township 41 North, Range 10 East of the Third Principal
Meridian, in Cook Count, Illinois.
Parcel 2
Non-exclusive easement for ingress, egress, and parking
as established by reciprocal easement agreement made by Chi-
Chi's Inc., a Minnesota corporation, and Bob Farm, Inc., an
Ohio corporation, dated May 10, 1983, and recorded May 13,
1983, as Document 26604303.
