UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report: November 3, 2004
(Date of earliest event reported)
Inland Western Retail Real Estate Trust, Inc.
(Exact name of registrant as specified in the charter)
Maryland | 333-103799 | 42-1579325 |
(State or other jurisdiction of incorporation) | (Commission File No.) | (IRS Employer Identification No.) |
2901 Butterfield Road
Oak Brook, Illinois 60523
(Address of Principal Executive Offices)
(630) 218-8000
(Registrant's telephone number including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing in intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.01 Completion of Acquisition or Disposition of Assets.
Winchester Commons, Memphis, Tennessee
On November 5, 2004, we purchased an existing shopping center known as Winchester Commons, containing 93,024 gross leasable square feet. The center is located on 7956 Winchester Road, in Memphis, Tennessee.
We purchased this property from an unaffiliated third party. Our total acquisition cost was approximately $13,073,000. 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 $141 per square foot of leasable space.
We purchased this property with our own funds. However, we expect to place financing on the property at a later date.
We do not intend to make significant repairs and improvements to this property over the next few years. However, if we were to make any repairs or improvements, the tenants would be obligated to pay a substantial portion of any monies spent pursuant to the provisions of their respective leases.
One tenant, Kroger, leases more than 10% of the total gross leasable area of the property. The lease with this tenant requires the tenant to pay base annual rent on a monthly basis as follows:
Lessee | Approximate GLA Leased (Sq. Ft.) | % of Total GLA | Base Rent Per Square Foot Per Annum ($) | Lease Term | |
Beginning | To | ||||
Kroger | 59,670 | 64 | 8.24 | 05/99 | 04/19 |
For federal income tax purposes, the depreciable basis in this property will be approximately $9,805,000. When we calculate depreciation expense for tax purposes, we will use the straight-line method. We depreciate buildings and improvements based upon estimated useful lives of 40 and 20 years, respectively.
Winchester Commons was built in 1999. As of November 1, 2004, this property was 100% occupied, with a total 93,024 square feet leased to 16 tenants. The following table sets forth certain information with respect to those leases:
Lessee | Approximate GLA Leased (Sq. Ft.) | Lease Ends | Current Annual Rent ($) | Base Rent Per Square Foot Per Annum ($) |
For Your Eyes Only | 2,220 | 05/04 | 45,443 | 20.47 |
Fantastic Sam's | 1,600 | 06/04 | 28,000 | 17.50 |
Giant TV | 1,600 | 09/04 | 27,200 | 17.00 |
The Steak Escape | 1,600 | 01/05 | 26,400 | 16.50 |
Shirley's Hallmark | 4,400 | 02/05 | 52.800 | 12.00 |
The Wine Cellar | 4,000 | 03/06 | 66,000 | 16.50 |
Opportunity Mortgage (A+ Wireless) | 1,534 | 07/06 | 26,078 | 17.00 |
China Dragon Restaurant | 2,400 | 10/06 | 39,600 | 16.50 |
Dental Partners of Tennessee | 2,000 | 01/07 | 35,500 | 17.75 |
Sunsations | 1,600 | 07/07 | 27.200 | 17.00 |
Greg Pickett Golf | 1,600 | 01/09 | 27,712 | 17.32 |
The UPS Store | 2,000 | 01/09 | 34,000 | 17.00 |
Southwinds Cleaners | 1,600 | 01/09 | 27,200 | 17.00 |
Nextel Communications | 1,600 | 06/09 | 33,600 | 21.00 |
East End Grill | 3,600 | 07/09 | 59,400 | 16.50 |
Kroger | 59,670 | 04/19 | 491,681 | 8.24 |
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.
Mansfield Towne Crossing, Mansfield, Texas
On November 3, 2004, we purchased a newly constructed shopping center known as Mansfield Towne Crossing, containing 112,078 gross leasable square feet of which 4,500 is on a ground lease. The center is located at Highway 287 and Debbie Lane, in Mansfield, Texas.
We purchased this property from an unaffiliated third party. Our total acquisition cost was approximately $19,967,700. 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 $178 per square foot of leasable space.
We purchased this property with our own funds. However, we expect to place financing on the property at a later date.
We do not intend to make significant repairs and improvements to this property over the next few years. However, if we were to make any repairs or improvements, the tenants would be obligated to pay a substantial portion of any monies spent pursuant to the provisions of their respective leases.
Two tenants, Ross Dress for Less and Staples, will lease more than 10% of the total gross leasable area of the property. The lease term will be determined in accordance with the tenant's projected lease commencement date. The leases with these tenants require the tenants to pay base annual rent on a monthly basis as follows:
Base Rent | |||||
Approximate | Per Square | ||||
GLA Leased | % of Total | Foot Per | Lease | Term | |
Lessee | (Sq. Ft.) | GLA | Annum ($) | Beginning | To |
Ross Dress for Less | 30,187 | 27 | 9.25 | 05/04 | 01/15 |
Staples | 20,388 | 18 | 10.50 | 08/03 | 08/18 |
For federal income tax purposes, the depreciable basis in this property will be approximately $14,975,800. When we calculate depreciation expense for tax purposes, we will use the straight-line method. We depreciate buildings and improvements based upon estimated useful lives of 40 and 20 years, respectively.
Mansfield Towne Crossing was newly constructed in 2003 and 2004. As of November 1, 2004, this property was 92% occupied with 102,839 leasable square feet leased to 20 tenants, and is leasing up the remaining retail space within the shopping center . The following table sets forth certain information with respect to those leases:
Approximate GLA Leased | Current Annual | Base Rent Per Square Foot | ||
Lessee | (Sq. Ft.) | Lease Ends | Rent ($) | Per Annum ($) |
AT & T Wireless | 2,500 | 07/08 | 55,000 | 22.00 |
EB Games | 1,500 | 09/08 | 31,500 | 21.00 |
Sport Clips | 1,440 | 10/08 | 30,240 | 21.00 |
GNC | 1,200 | 01/09 | 22,800 | 19.00 |
Luxury Nails | 1,013 | 02/09 | 20,260 | 20.00 |
Dr. Michael Polson | 1,060 | 05/09 | 20,140 | 19.00 |
Robertson Pools | 1,440 | 06/09 | 25,920 | 18.00 |
Bath Junkie | 1,200 | 06/09 | 22,800 | 19.00 |
Sally Beauty Supplies | 1,600 | 07/09 | 27,200 | 17.00 |
Subway | 1,600 | 08/09 | 28,800 | 18.00 |
Mansfield Urgent Care | 3,000 | 09/09 | 58,500 | 19.50 |
The Cash Store | 1,600 | 09/09 | 30,400 | 19.00 |
Creekside Collections | 3,811 | 09/09 | 62,882 | 16.50 |
Zales Jewelers | 3,000 | 11/13 | 64,500 | 21.50 |
Payless Shoes | 3,000 | 03/14 | 54,000 | 18.00 |
Famous Footwear | 8,000 | 07/14 | 120,000 | 15.00 |
Pier 1 Imports | 10,800 | 08/14 | 162,000 | 15.00 |
Ross Dress for Less | 30,187 | 01/15 | 279,229 | 9.25 |
Staples | 20,388 | 08/18 | 214,074 | 10.50 |
Regions Bank (Ground Lease) | 4,500 | 09/23 | 75,000 | 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.
Item 9.01. Financial Statements and Exhibits
- Financial Statements
To be subsequently filed for Winchester Commons and Mansfield Towne Crossing under Rule 3-14 of the Securities and Exchange Commission Regulation S-X.
SIGNATURE
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.
INLAND WESTERN RETAIL REAL ESTATE TRUST, INC. | |
By: | /s/ Lori J. Foust |
Name: | Lori J. Foust |
Title: | Principal Accounting Officer |
Date: | November 3, 2004 |