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) May 19, 1998
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 May 19, 1998, the Partnership purchased a newly
constructed Champps Americana restaurant in Livonia,
Michigan from Champps Americana, Inc. The total cash
purchase price of the land and building was approximately
$4,087,000. 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, 1997, the Partnership's
Investments in Real Estate would have
increased by $4,087,000 and its Current Assets
(cash) would have decreased by approximately
$4,087,000.
The Total Income for the Partnership would
have increased from $1,513,094 to $1,891,988
for the year ended December 31, 1997 and from
$452,487 to $489,812 for three months ended
March 31, 1998 if the Partnership had owned
the property during the periods.
Depreciation Expense would have increased by
$134,354 and $33,588 for the year ended
December 31, 1997 and the three months ended
March 31, 1998, respectively.
The net effect of these proforma adjustments
would have caused Net Income to increase from
$439,239 to $683,779 and from $428,911 to
$432,648, which would have resulted in Net
Income of $28.30 and $17.97 per Limited
Partnership Unit outstanding for the year
ended December 31, 1997 and the three months
ended March 31, 1998, respectively.
(c) Exhibits
Exhibit 10.1 - Net Lease Agreement dated
July 8, 1997 between the
Partnership and Champps Americana,
Inc. relating to the property at
19470 Haggerty Road, Livonia,
Michigan (incorporated by
reference to Exhibit 10.2 of Form
10-QSB filed with the Commission
on August 5, 1997).
Exhibit 10.2 - First Amendment to
Net Lease Agreement dated May 19,
1998 between the Partnership and
Champps Americana, Inc. relating
to the property at 19470 Haggerty
Road, Livonia, Michigan.
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: June 16, 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 19th day of May, 1998, by and between AEI
Income & Growth Fund XXI Limited Partnership (hereinafter, "Fund
XXI"), ("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 Livonia, Michigan, 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 July 8, 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
July 8, 1997 ("Occupancy Date"), plus the period ending May 14,
1998, with the contemplated initial term hereof ending on May 31,
2018.
(B) The first full Lease Year shall commence on the date of
this First Amendment and continue through May 31, 1999.
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
$429,135, which amount shall be payable in advance on the first
day of each month in equal monthly installments of $35,761.25 to
Fund XXI. 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
13th day of May, 1998, by Donna Depoian, as Asst. Secretary of
Champps Americana, Inc. on behalf of said corporation.
/s/ Jane K Blanchette
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 19th
day of May, 1998, 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/ Michael B Daugherty
Notary Public
[notary seal]
Exhibit A
City of Livonia, County of Wayne, State of Michigan, Unit 3,
Pentagon Centre Condominium, according to the Master Deed of
record, Wayne County Records, as amended.
