Filed pursuant to 424(b)(3)
Registration #333-103799
SUPPLEMENT NO. 41
DATED NOVEMBER 16, 2004
TO THE PROSPECTUS DATED SEPTEMBER 15, 2003
OF INLAND WESTERN RETAIL REAL ESTATE TRUST, INC.
We are providing this Supplement No. 41 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. 41 supplements, modifies or supersedes certain information contained in our prospectus, Supplement No. 40 dated November 9, 2004, Supplement No. 39 dated November 1, 2004, Supplement No. 38 dated October 22, 2004, and Supplement No. 37 dated October 13, 2004, (Supplement No. 37 superseded certain information contained in our prospectus and prior supplements dated between October 23, 2003 and October 13, 2004), and must be read in conjunction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.
Publix Shopping Center, Mt. Pleasant, South Carolina
On November 9, 2004, we purchased a newly constructed shopping center known as Publix Shopping Center, containing 63,864 gross leasable square feet. The center is located at US Highway 17 and Park West Boulevard in Mt. Pleasant, South Carolina.
We purchased this property from an unaffiliated third party. Our total acquisition cost was approximately $12,101,000. 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 $189 per square foot of leasable space.
We purchased this property with our own funds. However, we expect to place financing on the property at a later date.
We do not intend to make significant repairs and improvements to this property over the next few years. However, if we were to make any repairs or improvements, the tenants would be obligated to pay a substantial portion of any monies spent pursuant to the provisions of their respective leases.
One tenant, Publix, leases more than 10% of the total gross leasable area of the property. The lease with this tenant requires the tenant to pay base annual rent on a monthly basis as follows:
Base Rent | |||||
Approximate | Per Square | ||||
GLA Leased | % of Total | Foot Per | Lease | Term | |
Lessee | (Sq. Ft.) | GLA | Annum ($) | Beginning | To |
Publix | 44,840 | 70 | 11.50 | 04/04 | 04/24 |
For federal income tax purposes, the depreciable basis in this property will be approximately $9,076,000. When we calculate depreciation expense for tax purposes, we will use the straight-line method. We depreciate buildings and improvements based upon estimated useful lives of 40 and 20 years, respectively.
Publix Center is newly constructed and was completed during 2004. As of November 1, 2004, the property was 95% occupied with a total of 60,458 square feet leased to 11 tenants. The following table sets forth certain information with respect to those leases:
Approximate GLA Leased | Renewal | Current Annual | Base Rent Per Square Foot | ||
Lessee | (Sq. Ft.) | Lease Ends | Options | Rent ($) | Per Annum ($) |
Homeflix/Zone 3 Entertainment | 3,750 | 04/09 | 3/5 yr. | 67,500 | 18.00 |
O'Neill Liquor | 1,418 | 05/09 | 1/5 yr. | 25,652 | 18.09 |
Dry Cleaner USA | 1,000 | 06/09 | 1/5 yr.- | 19,500 | 19.50 |
Dr. Joe Marcuvich, Chiropractor | 1,412 | 07/09 | 2/5 yr. | 27,534 | 19.50 |
Cellular Wireless | 1,000 | 08/09 | - | 21,500 | 21.50 |
Pak Mail | 1,000 | 08/09 | - | 21,500 | 21.50 |
Chinese Restaurant | 1,656 | 08/09 | 1/5 yr. | 33,120 | 20.00 |
Lady Fitness Center | 1,507 | 09/09 | 1/5 yr. | 28,633 | 19.00 |
Nail Salon | 1,000 | 09/09 | 1/5 yr. | 20,000 | 20.00 |
The Shops at Parkwest | 1,875 | 10/09 | - | 36,563 | 19.50 |
Publix | 44,840 | 04/24 | 6/5 yr. | 515,660 | 11.50 |
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.
Potential Property Acquisitions
We are currently considering acquiring the properties listed below. Our decision to acquire these properties will generally depend upon:
- no material adverse change occurring relating to the properties, the tenants or in the local economic conditions;
- our receipts of sufficient net proceeds from this offering and financing proceeds to make these acquisition; and
- our receipt of satisfactory due diligence information including appraisals, environmental reports and lease information.
Other properties may be identified in the future that we may acquire before or instead of these properties. We cannot guarantee that we will complete these acquisitions.
In evaluating these properties as potential acquisitions and determining the appropriate amount of consideration to be paid for each property, we have considered a variety of factors including, overall valuation of net rental income, location, demographics, quality of tenant, length of lease, price per square foot, occupancy and the fact that overall rental rate at the shopping center is comparable to market rates. We believe that these properties are well located, have acceptable roadway access, are well maintained and have been professionally managed. These properties will be subject to competition from similar shopping centers within their market area, and their economic performance could be affected by changes in local economic conditions. We did not consider any other factors materially relevant to our decision to acquire these properties.
Placentia Town Center, Placentia, California
We anticipate purchasing an 110,962 gross leasable square foot portion of a 142,666 square foot of an existing shopping center known as Placentia Town Center. The center is located at Yorba Linda Boulevard and Kraemer Boulevard in Placentia, California.
We anticipate purchasing this property from an unaffiliated third party. Our total acquisition cost is expected to be approximately $24,900,000. 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 is expected to be approximately $224 per square foot of leasable space.
We anticipate purchasing this property with our own funds. However, we expect to place financing on the property at a later date.
We do not intend to make significant repairs and improvements to this property over the next few years. However, if we were to make any repairs or improvements, the tenants would be obligated to pay a substantial portion of any monies spent pursuant to the provisions of their respective leases.
Three tenants, Ross Dress for Less, OfficeMax and Bank of America, each lease more than 10% of the total gross leasable area of the portion of the property we anticipate purchasing. The leases with these tenants require the tenants to pay base annual rent on a monthly basis as follows:
Base Rent | |||||
Approximate | Per Square | ||||
GLA Leased | % of Total | Foot Per | Lease | Term | |
Lessee | (Sq. Ft.) | GLA | Annum ($) | Beginning | To |
Ross Dress for Less | 26,400 | 24 | 12.75 | 12/95 | 01/06 |
OfficeMax | 24,768 | 22 | 12.00 | 01/97 | 12/11 |
Bank of America | 11,162 | 10 | 22.44 | 05/75 | 05/14 |
For federal income tax purposes, the depreciable basis in this property will be approximately $18,675,000. When we calculate depreciation expense for tax purposes, we will use the straight-line method. We depreciate buildings and improvements based upon estimated useful lives of 40 and 20 years, respectively.
Placentia Town Center was built in 1973 and redeveloped in 2000. As of November 1, 2004, the portion of the property we anticipate purchasing was 100% occupied, with a total 110,962 square feet leased to 21 tenants. The following table sets forth certain information with respect to those leases:
Approximate GLA Leased | Current Annual | Base Rent Per Square Foot | ||
Lessee | (Sq. Ft.) | Lease Ends | Rent ($) | Per Annum ($) |
Bagel Me | 2,000 | 01/05 | 50,148 | 25.07 |
Baskin Robbins | 1,117 | 04/05 | 26,808 | 24.00 |
Beauty Avenue | 4,720 | 09/05 | 83,544 | 17.70 |
Courtesy Cleaners | 1,200 | 10/05 | 25,812 | 21.51 |
Ross Dress for Less | 26,400 | 01/06 | 336,600 | 12.75 |
Don's Shoe Repair | 480 | 01/08 | 12,115 | 25.24 |
Suntan Shop | 2,000 | 05/08 | 47,841 | 23.92 |
KC Nails | 1,080 | 06/08 | 17,183 | 15.91 |
One N One Clothing | 2,950 | 08/08 | 54,693 | 18.54 |
Ha-P Discount | 4,130 | 11/08 | 64,428 | 15.60 |
Paolini's | 3,940 | 06/09 | 59,100 | 15.00 |
Jewels by Justin | 2,360 | 07/09 | 39,129 | 16.58 |
Whole Enchilada | 2,580 | 07/09 | 42,500 | 16.47 |
Tossed Board Shop | 2,596 | 08/09 | 54,438 | 20.97 |
Kwon's Olympic Tae Kwon Do | 1,800 | 12/09 | 24,408 | 13.56 |
Huntington Learning Center | 3,304 | 01/10 | 65,419 | 19.80 |
Philly's Best | 1,525 | 12/10 | 43,676 | 28.64 |
OfficeMax | 24,768 | 12/11 | 297,216 | 12.00 |
Wok Experience | 1,915 | 10/13 | 62,142 | 32.45 |
Marie Callender's | 8,935 | 02/14 | 143,585 | 16.07 |
Bank of America | 11,162 | 05/14 | 250,475 | 22.44 |
In general, each tenant will pay its proportionate share of real estate taxes, insurance and common area maintenance costs, although the leases with some tenants may provide that the tenant's liability for such expenses is limited in some way, usually so that their liability for such expenses does not exceed a specified amount.
Advance Auto Parts Portfolio
We anticipate purchasing the following three separate newly constructed triple-net leased retail properties built in 2004 known as Advance Auto Parts, containing a total of 21,000 gross leasable square feet.
Location | Square Feet | Lease Term | Purchase Price ($) |
8603 Culebra | 7,000 | 07/04 - 06/19 | 1,483,675 |
San Antonio, Texas | |||
465 E. Central Texas Expressway | 7,000 | 08/04 - 07/19 | 1,547,609 |
Harker Heights, Texas | |||
3915 E. Stan Schlueter | 7,000 | 08/04 - 07/19 | 1,433,113 |
Killeen, Texas | |||
Total | 21,000 | 4,464,397 |
We anticipate purchasing these Advance Auto Parts stores from an unaffiliated third party. Our total acquisition cost, including expenses, is expected to be approximately $4,464,397. 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 will be approximately $213 per square foot of leasable space.
We anticipate purchasing these properties with our own funds. However, we expect to place financing on the properties at a later date.
In evaluating these properties as potential acquisitions and determining the appropriate amount of consideration to be paid for the properties, we considered a variety of factors including location, demographics, quality of tenant, length of lease, price per square foot, occupancy and the fact that overall rental rate at the property is comparable to market rates. We believe that each of these properties is well located, has acceptable roadway access and is well maintained. These properties will be subject to competition from similar properties within their market area, and economic performance could be affected by changes in local economic conditions. We did not consider any other factors materially relevant to the decision to acquire these properties.
One tenant, Advance Auto Parts, will lease 100% of the total gross leasable area of each property. The leases with these tenants require the tenants to pay base annual rent on a monthly basis as follows:
Lessee/ | Approximate GLA Leased | % of Total GLA of each | Current Annual | Base Rent Per Square Foot Per | Lease | Term |
Location | (Sq. Ft.) | Property * | Rent ($) | Annum ($) | Beginning | To |
8603 Culebra Road | 7,000 | 100 | 110,505 | 15.79 | 07/04 | 06/19 |
San Antonio, Texas | ||||||
465 E. Central Texas Expressway | 7,000 | 100 | 115,290 | 16.47 | 08/04 | 07/19 |
Harker Heights, Texas | ||||||
3915 E. Stan Schlueter | 7,000 | 100 | 106,750 | 15.25 | 08/04 | 07/19 |
Killeen, Texas |
For federal income tax purposes, the depreciable basis in these properties will be approximately $3,349,000. 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.
Thunderbird Crossing, Peoria, Arizona
We anticipate purchasing 55,646 gross leasable square foot portion of a 79,774 square feet existing shopping center known as Thunderbird Crossing. The center is located at 8375 West Thunderbird Road in Peoria, Arizona.
We anticipate purchasing this property from an unaffiliated third party. Our total acquisition cost is expected to be approximately $8,500,000. 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 is expected to be approximately $153 per square foot of leasable space.
We intend to purchase this property with our own funds. However, we expect to place financing on the property at a later date.
We do not intend to make significant repairs and improvements to this property over the next few years. However, if we were to make any repairs or improvements, the tenants would be obligated to pay a substantial portion of any monies spent pursuant to the provisions of their respective leases.
Thunderbird Crossing was built in 2003 and 2004. Two tenants, Sprouts Farmers Market and 99 Cents Only, lease more than 10% of the total gross leasable area of the property. The leases with these tenants require the tenants to pay base annual rent on a monthly basis as follows:
Base Rent | ||||||
Approximate | Current | Per Square | ||||
GLA Leased | % of Total | Annual | Foot Per | Lease | Term | |
Lessee | (Sq. Ft.) | GLA | Rent | Annum ($) | Beginning | To |
Sprouts Farmers Market | 30,146 | 54 | 417,522 | 13.85 | 05/04 | 05/19 |
99 Cents Only | 25,500 | 46 | 204,400 | 8.02 | 04/04 | 04/14 |
For federal income tax purposes, the depreciable basis in this property will be approximately $6,375,000. 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.
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.
Northwoods Shopping Center, Wesley Chapel, Florida
We anticipate purchasing a newly constructed shopping center known as Northwoods Shopping Center, containing 96,151 gross leasable square feet (which includes 3,150 square feet of ground lease space). The center is located at Bruce B. Downs Boulevard and County Line Road in Wesley Chapel, Florida.
We anticipate purchasing this property from an unaffiliated third party. Our total acquisition cost is expected to be approximately $20,350,000. 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 is expected to be approximately $212 per square foot of leasable space.
We anticipate purchasing this property with our own funds. However, we expect to place financing on the property at a later date.
We do not intend to make significant repairs and improvements to this property over the next few years. However, if we were to make any repairs or improvements, the tenants would be obligated to pay a substantial portion of any monies spent pursuant to the provisions of their respective leases.
Two tenants, Marshalls and PETCO, each lease more than 10% of the total gross leasable area of the property. The leases with these tenants require the tenants to pay base annual rent on a monthly basis as follows:
Base Rent | |||||
Approximate | Per Square | ||||
GLA Leased | % of Total | Foot Per | Lease | Term | |
Lessee | (Sq. Ft.) | GLA | Annum ($) | Beginning | To |
Marshals | 30,000 | 31 | 7.95 | 08/03 | 07/13 |
PETCO | 15,257 | 16 | 15.25 | 11/02 | 11/12 |
For federal income tax purposes, the depreciable basis in this property will be approximately $15,263,000. When we calculate depreciation expense for tax purposes, we will use the straight-line method. We depreciate buildings and improvements based upon estimated useful lives of 40 and 20 years, respectively.
Northwoods Center was built between 2002 and 2004. As of November 1, 2004, this property was 100% occupied, with a total 96,151 square feet leased to 24 tenants and one ground lease. The following table sets forth certain information with respect to those leases:
Approximate GLA Leased | Current Annual | Base Rent Per Square Foot | ||
Lessee | (Sq. Ft.) | Lease Ends | Rent ($) | Per Annum ($) |
Nails on Nails | 1,139 | 12/07 | 27,336 | 24.00 |
Hair Masters | 1,106 | 01/08 | 24,332 | 22.00 |
Art Mart | 1,301 | 02/08 | 28,622 | 22.00 |
Post Net | 1,302 | 02/08 | 27,459 | 21.09 |
EB Games | 2,000 | 04/08 | 50,000 | 25.00 |
Leslie's Poolmart, Inc. | 2,269 | 12/08 | 51,053 | 22.50 |
Washington Mutual Bank | 4,000 | 04/09 | 104,000 | 26.00 |
Friedman's Jewelry | 1,567 | 04/09 | 39,880 | 25.45 |
Copacatana Tanning Salon | 1,371 | 08/09 | 34,769 | 25.36 |
Anything Computers, Inc. | 1,201 | 08/09 | 26,422 | 22.00 |
Florida Health & Wellness | 1,201 | 08/09 | 29,100 | 24.23 |
Cork & Olive | 2,514 | 12/09 | 13,462 | 5.35 |
Pizza Suprema II | 2,304 | 03/10 | 46,080 | 20.00 |
Dr. Jiminez | 1,700 | 04/10 | 35,700 | 21.00 |
PETCO | 15,257 | 11/12 | 232,669 | 15.25 |
Futons, Etc. | 2,500 | 12/12 | 52,500 | 21.00 |
Ho's Chinese | 1,019 | 01/13 | 22,418 | 22.00 |
Honey Baked Ham | 2,800 | 06/13 | 61,600 | 22.00 |
Marshalls | 30,000 | 07/13 | 238,500 | 7.95 |
Payless Shoe Source | 2,800 | 11/13 | 50,000 | 17.86 |
Cellular Services, Inc. | 1,293 | 08/14 | 32,972 | 25.50 |
1-800 Dry Cleaners | 1,201 | 08/14 | 28,824 | 24.00 |
The Bombay Company | 4,500 | 09/14 | 117,000 | 26.00 |
Tire Kingdom | 6,656 | 12/14 | 130,790 | 19.65 |
Arby's (Ground Lease) | 3,150 | 03/23 | 54,999 | 17.46 |
In general, each tenant will pay its proportionate share of real estate taxes, insurance and common area maintenance costs, although the leases with some tenants may provide that the tenant's liability for such expenses is limited in some way, usually so that their liability for such expenses does not exceed a specified amount.
Plan of Distribution
The following new subsection is inserted at the end of this section on page 148 of our prospectus.
Update
The following table updates shares sold in our offering as of November 12, 2004:
Gross | Commission and fees | Net | ||
Shares | proceeds ($) | ($) (1) | proceeds ($) | |
From our advisor | 20,000 | 200,000 | - | 200,000 |
Our offering began September 15, 2003: | 178,456,089 | 1,784,480,903 | 186,497,371 | 1,597,983,532 |
Shares sold pursuant to our distribution reinvestment program | 2,530,959 | 24,044,115 | - | 24,044,115 |
181,007,048 | 1,808,725,018 | 186,497,371 | 1,622,227,647 |
(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.