Filed pursuant to 424(b)(3)
Registration #333-103799
SUPPLEMENT NO. 22
DATED JUNE 8 2004
TO THE PROSPECTUS DATED SEPTEMBER 15, 2003
OF INLAND WESTERN RETAIL REAL ESTATE TRUST, INC.
We are providing this Supplement No. 22 to you in order to supplement our prospectus. This supplement updates information in the "Real Property Investments" and "Plan of Distribution" sections of our prospectus.This Supplement No. 22 supplements, modifies or supersedes certain information contained in our prospectus, Supplement No. 21 dated May 28, 2004, Supplement No. 20 dated May 24, 2004, Supplement No. 19 dated May 20, 2004, Supplement No. 18 dated May 3, 2004, Supplement No. 17 dated April 28, 2004, Supplement No. 16 dated April 20, 2004, Supplement No. 15 dated April 12, 2004, Supplement No. 14 dated March 25, 2004, Supplement No. 13 dated March 15, 2004, (Supplement No. 13 superseded certain information contained in our prospectus and prior supplements dated between October 23, 2003 and March 9, 2004), and must be read in conjunction with our prospectus.
Real Property Investments
The discussion under this section, which starts on page 98 of our prospectus, is modified and supplemented by the following information regarding properties we have acquired or intend to acquire.
Huebner Oaks Center, San Antonio, Texas
On June 8, 2004, we purchased an existing shopping center known as Huebner Oaks Center, containing 286,738 gross leasable square feet. The center is located at I-10 and Huebner Road, in San Antonio, Texas.
We purchased this property from an unaffiliated third party. Our total acquisition cost was approximately $79,721,000. This amount may increase by additional costs which have not yet been finally determined. We expect any additional costs to be insignificant. Our acquisition cost was approximately $278 per square foot of leasable space.
We purchased this property with our own funds. However, we expect to place financing on the property at a later date.
We do not intend to make significant repairs and improvements to this property over the next few years. However, if we were to make any repairs or improvements, the tenants would be obligated to pay a substantial portion of any monies spent pursuant to the provisions of their respective leases.
One tenant, Bed, Bath & Beyond, leases more than 10% of the total gross leasable area of the property. The lease with this tenant requires the tenant to pay base annual rent on a monthly basis as follows:
Base Rent | |||||
Approximate | Per Square | ||||
GLA Leased | % of Total | Foot Per | Lease | Term | |
Lessee | (Sq. Ft.) | GLA | Annum ($) | Beginning | To |
Bed, Bath & Beyond | 35,009 | 12 | 10.62 | 03/97 | 01/08 |
For federal income tax purposes, the depreciable basis in this property will be approximately $60,006,000. When we calculate depreciation expense for tax purposes, we will use the straight-line method. We depreciate buildings and improvements based upon estimated useful lives of 40 and 20 years, respectively.
Huebner Oaks Center was built between 1997 and 1998. As of June 1, 2004, this property was 97% occupied, with a total 278,515 square feet leased to fifty-five tenants. The following table sets forth certain information with respect to those leases:
Approximate GLA Leased | Current Annual | Base Rent Per Square Foot | ||
Lessee | (Sq. Ft.) | Lease Ends | Rent ($) | Per Annum ($) |
Yankee Candle | 2,028 | 02/05 | 54,756 | 27.00 |
Mattress Firm | 2,942 | 05/05 | 64,724 | 22.00 |
Compass ATM | 60 | 07/05 | 20,000 | N/A |
AAA Texas | 3,682 | 11/05 | 77,322 | 21.00 |
Marble Slab | 1,542 | 12/05 | 37,008 | 24.00 |
Kinko's | 4,760 | 02/06 | 92,249 | 19.38 |
EB Game World | 1,160 | 08/06 | 32,480 | 28.00 |
Pier 1 Imports | 8,990 | 02/07 | 182,137 | 20.26 |
Old Navy | 14,000 | 03/07 | 196,000 | 14.00 |
Shoes 4 Kids | 1,000 | 02/07 | 26,500 | 26.50 |
La Madeleine | 4,200 | 03/07 | 86,100 | 20.50 |
Moon Mippy | 930 | 04/07 | 26,296 | 28.28 |
Club Humidor | 2,254 | 06/07 | 54,096 | 24.00 |
Cingular Wireless | 2,502 | 06/07 | 59,631 | 23.83 |
Saltgrass Restaurant | 8,036 | 06/07 | 104,609 | 13.02 |
All Ashore Sportswear | 1,264 | 07/07 | 27,808 | 22.00 |
Pearle Vision | 2,721 | 07/07 | 68,025 | 25.00 |
Beauty First | 3,681 | 09/07 | 77,301 | 21.00 |
Verizon Wireless | 1,803 | 10/07 | 45,075 | 25.00 |
Oreck Homecare | 1,103 | 10/07 | 24,266 | 22.00 |
Bed, Bath & Beyond | 35,009 | 01/08 | 371,796 | 10.62 |
Frankly Fake Copy | 854 | 01/08 | 24,541 | 28.74 |
Ross Stores | 28,200 | 01/08 | 267,900 | 9.50 |
Men's Wearhouse | 4,500 | 02/08 | 88,020 | 19.56 |
Fire Wok | 2,500 | 03/08 | 52,500 | 21.00 |
Ride Away Bicycles | 3,917 | 04/08 | 58,755 | 15.00 |
Claire's Boutique | 1,200 | 08/08 | 33,600 | 28.00 |
Sports Clips | 1,057 | 09/08 | 26,425 | 25.00 |
Gap Kids | 8,500 | 09/08 | 180,540 | 21.24 |
Victoria's Secret | 4,500 | 09/08 | 94,500 | 21.00 |
Bath & Body Works | 2,500 | 09/08 | 58,750 | 23.50 |
Lane Bryant | 4,500 | 09/08 | 94,500 | 21.00 |
Banana Republic | 5,964 | 09/08 | 114,807 | 19.25 |
California Pizza Kitchen | 4,301 | 10/08 | 118,708 | 27.60 |
Starbucks | 1,690 | 10/08 | 38,870 | 23.00 |
GNC | 1,155 | 10/08 | 28,875 | 25.00 |
Hallmark Creations | 6,416 | 10/08 | 130,566 | 20.35 |
Barbeques Galore | 4,498 | 11/08 | 124,145 | 27.60 |
Abercrombie & Fitch | 6,766 | 11/08 | 135,320 | 20.00 |
Casual Male Big & Tall | 3,914 | 12/08 | 90,022 | 23.00 |
Approximate GLA Leased | Current Annual | Base Rent Per Square Foot | ||
Lessee | (Sq. Ft.) | Lease Ends | Rent ($) | Per Annum ($) |
Eddie Bauer | 6,384 | 01/09 | 193,691 | 30.34 |
Gymboree | 1,925 | 01/09 | 46,200 | 24.00 |
Ann Taylor | 4,500 | 01/09 | 131,175 | 29.15 |
Steak Escape | 1,663 | 03/09 | 39,912 | 24.00 |
Cactus Low Carb Superstore | 2,083 | 05/09 | 33,328 | 16.00 |
Brighton | 1,498 | 06/09 | 40,836 | 27.26 |
Ben Adams Jewelers | 2,233 | 11/09 | 55,825 | 25.00 |
Bombay Company | 4,500 | 12/09 | 121,500 | 27.00 |
Talbots | 6,314 | 01/11 | 164,164 | 26.00 |
Chico's | 2,060 | 09/11 | 49,440 | 24.00 |
Chico's (Expansion) | 1,000 | 09/11 | 35,000 | 35.00 |
Macaroni Grill | 7,900 | 08/12 | 107,000 | 13.54 |
American Eagle | 5,800 | 01/14 | 168,200 | 29.00 |
Chipotle Mexican Grill | 2,556 | 03/14 | 63,261 | 24.75 |
Borders Books | 27,500 | 03/17 | 411,670 | 14.97 |
In general, each tenant will pay its proportionate share of real estate taxes, insurance and common area maintenance costs, although the leases with some tenants may provide that the tenant's liability for such expenses is limited in some way, usually so that their liability for such expenses does not exceed a specified amount.
Pine Ridge Plaza, Lawrence, Kansas
On June 7, 2004, we purchased an existing shopping center known as Pine Ridge Plaza, containing 226,471 gross leasable square feet. The center is located at 3106 - 3140 Iowa Street, in Lawrence, Kansas.
We purchased this property from an unaffiliated third party. Our total acquisition cost was approximately $26,981,500. This amount may increase by additional costs which have not yet been finally determined. We expect any additional costs to be insignificant. Our acquisition cost was approximately $119 per square foot of leasable space.
We purchased this property with our own funds. However, we expect to place financing on the property at a later date.
We do not intend to make significant repairs and improvements to this property over the next few years. However, if we were to make any repairs or improvements, the tenants would be obligated to pay a substantial portion of any monies spent pursuant to the provisions of their respective leases.
Two tenants, T.J. Maxx and Bed, Bath & Beyond, each lease more than 10% of the total gross leasable area of the property. The leases with these tenants require the tenants to pay base annual rent on a monthly basis as follows:
Base Rent | |||||
Approximate | Per Square | ||||
GLA Leased | % of Total | Foot Per | Lease | Term | |
Lessee | (Sq. Ft.) | GLA | Annum ($) | Beginning | To |
T.J. Maxx | 25,500 | 11 | 8.50 | 04/04 | 03/14 |
Bed, Bath & Beyond | 24,000 | 11 | 10.00 | 01/04 | 12/13 |
For federal income tax purposes, the depreciable basis in this property will be approximately $20,236,000. When we calculate depreciation expense for tax purposes, we will use the straight-line method. We depreciate buildings and improvements based upon estimated useful lives of 40 and 20 years, respectively.
Pine Ridge Plaza was redeveloped between 1998 through 2004 and the inline strip center portion of the property was completed in 2001. As of June 1, 2004, this property was 64% occupied, with a total 145,817 square feet leased to twelve tenants. The following table sets forth certain information with respect to those leases:
Approximate GLA Leased | Current Annual | Base Rent Per Square Foot | ||
Lessee | (Sq. Ft.) | Lease Ends | Rent ($) | Per Annum ($) |
Old Navy | 22,000 | 07/06 | 220,000 | 10.00 |
Jason's Deli | 5,000 | 06/07 | 90,000 | 18.00 |
Deals | 9,862 | 03/08 | 128,206 | 13.00 |
Electronic Boutique | 2,190 | 03/08 | 41,063 | 18.75 |
Sports Clips | 2,190 | 03/08 | 31,317 | 14.30 |
Bath & Body Works | 2,500 | 01/12 | 37,500 | 15.00 |
Hurst Diamonds | 1,375 | 02/12 | 24,750 | 18.00 |
Famous Footwear | 12,000 | 07/12 | 180,000 | 15.00 |
Michaels | 21,000 | 12/13 | 199,500 | 9.50 |
Bed, Bath & Beyond | 24,000 | 12/13 | 240,000 | 10.00 |
Cost Plus World Market | 18,200 | 04/14 | 245,700 | 13.50 |
T.J. Maxx | 25,500 | 03/14 | 216,750 | 8.50 |
Kohls (Ground Lease) | N/A | 01/19 | 360,000 | N/A |
IHOP (Ground Lease) | N/A | 11/19 | 50,000 | N/A |
In general, each tenant will pay its proportionate share of real estate taxes, insurance and common area maintenance costs, although the leases with some tenants may provide that the tenant's liability for such expenses is limited in some way, usually so that their liability for such expenses does not exceed a specified amount.
Eckerd Drug Stores
On June 3, 2004, we purchased the following four separate existing freestanding retail properties built between 2003 and 2004 known as Eckerd Drug Stores, containing a total of 54,912 gross leasable square feet.
Location | Square Feet | Lease Term | Purchase Price ($) |
1100 W. Hampton Boulevard | 13,824 | 06/03/04 - 06/02/24 | 3,069,000 |
Greer, South Carolina | |||
2041 S. Croatan Highway | 13,824 | 06/03/04 - 06/02/24 | 3,650,000 |
Kill Devil Hills, North Carolina | |||
Broad River and Kennerly | 13,440 | 06/03/04 - 06/02/24 | 3,260,000 |
Columbia, South Carolina | |||
1106 Main Street | 13,824 | 06/03/04 - 06/02/24 | 2,625,000 |
Crossville, Tennessee |
We purchased these Eckerd Drug Stores from Eckerd, an unaffiliated third party. Our total acquisition cost, including expenses, was approximately $12,604,000. This amount may increase by additional costs which have not yet been finally determined. We expect any additional costs to be insignificant. Our acquisition cost was approximately $230 per square foot of leasable space.
We purchased these properties with our own funds. However, we expect to place financing on the properties at a later date.
We do not intend to make significant repairs and improvements to this property over the next few years. However, if we were to make any repairs or improvements, the tenants would be obligated to pay a substantial portion of any monies spent pursuant to the provisions of their respective leases.
One tenant, Eckerd Drug Stores, will lease 100% of the total gross leasable area of each property. The leases with this tenant require the tenant to pay base annual rent on a monthly basis as follows:
Lessee/ | Approximate GLA Leased | % of Total GLA of each | Current Annual | Base Rent Per Square Foot Per | ||
Location | (Sq. Ft.) | Property * | Rent ($) | Annum ($) | Lease | Term |
1100 W. Hampton Blvd. | 13,824 | 100 | 254,727 | 18.43 | 06/03/04 - | 06/02/24 |
Greer, SC | ||||||
2041 S. Croatan Hwy. | 13,824 | 100 | 302,950 | 21.91 | 06/03/04 - | 06/02/24 |
Kill Devil Hills, NC | ||||||
Broad River and Kennerly | 13,440 | 100 | 270,580 | 20.13 | 06/03/04 - | 06/02/24 |
Columbia, SC | ||||||
1106 Main Street | 13,824 | 100 | 217,875 | 15.76 | 06/03/04 - | 06/02/24 |
Crossville, TN |
* As of June 1, 2004, all of the properties were occupied by Eckerds.
For federal income tax purposes, the depreciable basis in these properties will be approximately $9,453,000. When we calculate depreciation expense for tax purposes, we will use the straight-line method. We depreciate buildings and improvements based upon estimated useful lives of 40 and 20 years, respectively.
Plaza Santa Fe, Phase II, Santa Fe, New Mexico
On June 1, 2004, we purchased an existing shopping center known as Plaza Santa Fe, Phase II, containing 222,411 gross leasable square feet. The center is located at Cerrilos Road and Zafarano Boulevard in Santa Fe, New Mexico.
We purchased this property from an unaffiliated third party. Our total acquisition cost was approximately $31,200,000. This amount may increase by additional costs which have not yet been finally determined. We expect any additional costs to be insignificant. Our acquisition cost was approximately $141 per square foot of leasable space.
We purchased this property with our own funds and by assuming the existing mortgage debt on the property. The outstanding balance on the mortgage debt at the date of purchase was $17,600,000. This loan requires monthly principal and interest payments based on a fixed interest rate of 6.2% per annum and cannot be prepaid prior to January 2005. The loan matures on December 1, 2012.
We do not intend to make significant repairs and improvements to this property over the next few years. However, if we were to make any repairs or improvements, the tenants would be obligated to pay a substantial portion of any monies spent pursuant to the provisions of their respective leases.
Three tenants, Best Buy, Linens 'N Things and T.J. Maxx, each lease more than 10% of the total gross leasable area of the property. The leases with these tenants require the tenants to pay base annual rent on a monthly basis as follows:
Base Rent | ||||||
Approximate | Per Square | |||||
GLA Leased | % of Total | Foot Per | Lease | Term | ||
Lessee | (Sq. Ft.) | GLA | Annum ($) | Beginning | To | |
Best Buy | 31,226 | 14 | 13.50 | 09/01 | 01/17 | |
Linens 'N Things | 31,500 | 14 | 13.50 | 11/00 | 01/16 | |
T.J. Maxx | 30,900 | 14 | 10.50 | 11/00 | 11/10 |
For federal income tax purposes, the depreciable basis in this property will be approximately $23,500,000. When we calculate depreciation expense for tax purposes, we will use the straight-line method. We depreciate buildings and improvements based upon estimated useful lives of 40 and 20 years, respectively.
Plaza Santa Fe Phase II was built in 2000 to 2002. As of June 1, 2004, this property was 98% occupied, with a total 217,351 square feet leased to 20 tenants. The following table sets forth certain information with respect to those leases:
Approximate GLA Leased | Current Annual | Base Rent Per Square Foot | ||
Lessee | (Sq. Ft.) | Lease Ends | Rent ($) | Per Annum ($) |
State Farm Insurance | 1,250 | 02/05 | 27,500 | 22.00 |
Old Navy | 20,115 | 03/06 | 251,438 | 12.50 |
H & R Block | 1,900 | 10/07 | 37,050 | 19.50 |
Corral West | 7,450 | 11/07 | 75,543 | 10.14 |
Cactus Salon | 1,250 | 01/08 | 30,000 | 24.00 |
Payless Shoe Source | 2,850 | 03/08 | 57,000 | 20.00 |
Mens Wearhouse | 4,539 | 05/08 | 83,972 | 18.50 |
French & French | 3,038 | 11/08 | 69,874 | 23.00 |
Alltel | 3,932 | 12/08 | 112,612 | 28.64 |
T.J. Maxx | 30,900 | 11/10 | 324,450 | 10.50 |
Michael's | 20,280 | 03/11 | 253,500 | 12.50 |
D & A Mattress | 4,710 | 03/11 | 89,490 | 19.00 |
Famous Footwear | 8,000 | 01/12 | 136,000 | 17.00 |
Super Nails | 1,000 | 03/12 | 30,000 | 30.00 |
Quizno's | 1,900 | 04/12 | 37,715 | 19.85 |
Osaka Grill | 6,000 | 09/12 | 150,000 | 25.00 |
Linens 'N Things | 31,500 | 01/16 | 425,250 | 13.50 |
Best Buy | 31,226 | 01/17 | 421,551 | 13.50 |
PetSmart | 20,010 | 01/17 | 284,742 | 14.23 |
Borders | 15,501 | 01/18 | 234,957 | 15.16 |
In general, each tenant will pay its proportionate share of real estate taxes, insurance and common area maintenance costs, although the leases with some tenants may provide that the tenant's liability for such expenses is limited in some way, usually so that their liability for such expenses does not exceed a specified amount.
Plan of Distribution
The following new subsection is inserted at the end of this section on page 148 our prospectus.
Update
The following table updates shares sold in our offering as of June 3, 2004:
Gross | Commission and fees | Net | ||
Shares | proceeds ($) | ($) (1) | proceeds ($) | |
From our advisor | 20,000 | 200,000 | - | 200,000 |
Our offering dated September 15, 2003: | 71,881,331 | 718,758,145 | 74,945,334 | 643,812,811 |
Shares sold pursuant to our distribution reinvestment program | 748,258 | 7,108,456 | - | 7,108,456 |
72,649,589 | 726,066,601 | 79,945,334 | 651,121,267 |
(1) Inland Securities Corporation serves as dealer manager of this offering and is entitled to receive selling commissions and certain other fees, as discussed further in our prospectus.