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The undersigned Registrant hereby amends its Current Report on Form 8-K dated January 2, 2002, which was filed with the Securities and Exchange Commission on January 17, 2002, to include the financial statements required by Item 7 (a) of Form 8-K and the pro forma financial information required by Item 7 (b) of Form 8-K.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Financial Statements: See Index to Financial Statements and Pro Forma Financial Information appearing on Page F-1 of this Form 8-K/A.
(b) Pro Forma Financial Information: See Index to Financial Statements and Pro Forma Financial Information appearing on page F-1 of this Form 8-K/A.
(c) Exhibits
None
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.
INVESTORS REAL ESTATE TRUST |
By: /s/
Thomas A. Wentz, Sr.________________ |
March 15, 2002
INDEX TO FINANCIAL STATEMENTS AND PRO FORMA FINANCIAL INFORMATION
APPLEWOOD ON THE GREEN APARTMENTS |
|
Independent Auditor's Report.......................................................................... |
F-2 |
Historical
Summary of Gross Income and Direct Operating Expenses |
F-3 |
Notes
to Historical Summary of Gross Income and Direct Operating |
F-4 |
Unaudited
Interim Financial Statement for the Period January 1, 2001, |
F-5 |
Unaudited Estimated Taxable Operating Results............................................... |
F-5 |
BLOOMINGTON BUSINESS PLAZA |
|
Independent Auditor's Report.......................................................................... |
F-6 |
Historical
Summary of Gross Income and Direct Operating Expenses |
F-7 |
Notes
to Historical Summary of Gross Income and Direct Operating |
F-8 |
Unaudited
Interim Financial Statement for the Period January 1, 2001, |
F-9 |
Unaudited Estimated Taxable Operating Results............................................... |
F-9 |
STONE CONTAINER PLANT |
|
Independent Auditor's Report.......................................................................... |
F-10 |
Historical
Summary of Gross Income and Direct Operating Expenses |
F-11 |
Notes
to Historical Summary of Gross Income and Direct Operating |
F-12 |
Unaudited Estimated Taxable Operating Results............................................... |
F-13 |
THRESHER SQUARE |
|
Independent Auditor's Report.......................................................................... |
F-14 |
Historical
Summary of Gross Income and Direct Operating Expenses |
F-15 |
Notes
to Historical Summary of Gross Income and Direct Operating |
F-16 |
Unaudited Estimated Taxable Operating Results............................................... |
F-17 |
To the Board of Trustees of Investors Real Estate Trust
We have audited the accompanying Historical Summary of Gross Income and Direct Operating Expenses of Applewood Apartments ("Historical Summary") for the year ended December 31, 2000. This Historical Summary is the responsibility of the management. Our responsibility is to express an opinion on the Historical Summary based on our audit.
We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the Historical Summary is free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the Historical Summary. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the Historical Summary. We believe that our audit provides a reasonable basis for our opinion.
The accompanying Historical Summary was prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission as described in Note 2, and is not intended to be a complete presentation of Applewood Apartments revenue and expenses.
In our opinion, the Historical Summary referred to above presents fairly, in all material respects, the gross income and direct operating expenses described in Note 2 of Applewood Apartments for the year ended December 31, 2000, in conformity with accounting principles generally accepted in the United States of America.
/S/ Brady, Martz and Associates, P.C. Brady, Martz, and Associates, P.C. Minot, North Dakota March 12, 2002
Applewood Apartments Historical Summary of Gross Income and Direct Operating Expenses for the Year Ended December 31, 2000
GROSS INCOME |
|
Real estate rentals |
$ 1,421,771 |
Other rental income |
61,062 |
Total Gross Income |
$ 1,482,833 |
DIRECT OPERATING EXPENSES |
|
Utilities |
$ 134,710 |
Repairs & Maintenance |
181,222 |
Real Estate Taxes |
129,914 |
Insurance |
18,098 |
Total Direct Operating Expenses |
$ 463,944 |
|
|
EXCESS OF GROSS INCOME OVER DIRECT OPERATING EXPENSES |
$ 1,018,889 |
The Notes to Historical Summary of Gross Income and Direct Operating Expenses are an integral part of this summary.
Applewood Apartments Notes to Historical Summary of Gross Income and Direct Operating Expenses for the Year Ended December 31, 2000
Note 1. |
Nature
of Business |
Note 2. |
Basis
of Presentation |
Note 3. |
Summary
of Significant Accounting Policies Capitalization Policy - Expenditures for renewals and improvements that significantly add to the productive capacity or extend the useful life of an asset are capitalized. Expenditures for maintenance and repairs which do not add to the value or extend useful lives are charged to expense as incurred. |
Applewood Apartments Unaudited Interim Financial Statement for the Period January 1, 2001 through October 31, 2001
GROSS INCOME |
|
Real estate rentals |
$ 1,072,775 |
Other rental income |
45,223 |
Total Gross Income |
$ 1,117,998 |
DIRECT OPERATING EXPENSES |
|
Utilities |
$ 120,129 |
Repairs & Maintenance |
206,068 |
Real Estate Taxes |
108,262 |
Insurance |
15,082 |
Total Direct Operating Expenses |
$ 449,541 |
|
|
EXCESS OF GROSS INCOME OVER DIRECT OPERATING EXPENSES |
$ 668,457 |
The table below represents estimated taxable operating results of Applewood Apartments in Omaha, Nebraska for the first twelve-month period of the acquisition. Said property is a 234-unit apartment community, of which assumptions of 8% annual vacancy.
|
Cash Flow Projections |
|
|
Rental Revenue |
$ 1,501,444 |
Other Revenue |
100,000 |
Interest Expense |
-511,723 |
Operating Expenses |
-710,000 |
Principle Mortgage Reduction |
-104,285 |
OPERATING CASH FLOW |
$ 275,436 |
To the Board of Trustees of Investors Real Estate Trust
We have audited the accompanying Historical Summary of Gross Income and Direct Operating Expenses of Bloomington Business Center ("Historical Summary") for the years ended December 31, 2000, 1999 and 1998. This Historical Summary is the responsibility of the management. Our responsibility is to express an opinion on the Historical Summary based on our audit.
We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the Historical Summary is free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the Historical Summary. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the Historical Summary. We believe that our audits provide a reasonable basis for our opinion.
The accompanying Historical Summary was prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission as described in Note 2, and is not intended to be a complete presentation of Bloomington Business Centers revenue and expenses.
In our opinion, the Historical Summary referred to above presents fairly, in all material respects, the gross income and direct operating expenses described in Note 2 of Bloomington Business Center for the years ended December 31, 2000, 1999, and 1998 in conformity with accounting principles generally accepted in the United States of America.
/S/ Brady, Martz and Associates, P.C. Brady, Martz, and Associates, P.C. Minot, North Dakota
March 12, 2002
Bloomington Business Plaza Historical Summary of Gross Income and Direct Operating Expenses for the Years Ended December 31, 2000, 1999, and 1998
GROSS INCOME |
12/31/00 |
12/31/99 |
12/31/98 |
Real estate rentals |
$ 710,257 |
$ 661,625 |
$ 671,694 |
Operating Expense Reimbursements |
363,052 |
353,339 |
360,045 |
Total Gross Income |
$ 1,073,309 |
$ 1,014,964 |
$ 1,031,739 |
DIRECT OPERATING EXPENSES |
|
||
Utilities |
$ 16,760 |
$ 15,795 |
$ 24,266 |
Repairs and Maintenance |
75,313 |
91,365 |
85,001 |
Real Estate Taxes |
243,448 |
238,443 |
256,158 |
Property Management |
54,031 |
51,929 |
53,662 |
Insurance |
9,113 |
8,042 |
9,444 |
Total Direct Operating Expenses |
$ 398,665 |
$ 405,574 |
$ 428,531 |
EXCESS OF GROSS INCOME OVER DIRECT OPERATING EXPENSES |
$ 674,644 |
$ 609,390 |
$ 603,208 |
The Notes to Historical Summary of Gross Income and Direct Operating Expenses are an integral part of this summary.
Bloomington Business Center Notes to Historical Summary of Gross Income and Direct Operating Expenses for the Years Ended December 31, 2000, 1999, and 1998
Note 1. |
Nature
of Business |
Note 2. |
Basis of Presentation |
Note 3. |
Summary
of Significant Accounting Policies |
|
Expense Reimbursement Expense reimbursements represent operating expenses, including real estate taxes billed to the tenants and are recognized in the period the expenses are incurred. |
Bloomington Business Plaza Unaudited Interim Financial Statement for the Period January 1, 2001 through September 30, 2001
GROSS INCOME |
|
Real estate rentals |
$ 548,433 |
Operating Expense Reimbursements |
277,001 |
Total Gross Income |
$ 825,434 |
DIRECT OPERATING EXPENSES |
|
Utilities |
$ 9,658 |
Repairs & Maintenance |
60,912 |
Real Estate Taxes |
187,537 |
Property Management Expense |
41,931 |
Insurance |
10,598 |
Total Direct Operating Expenses |
$ 310,636 |
|
|
EXCESS OF GROSS INCOME OVER DIRECT OPERATING EXPENSES |
$ 514,798 |
The table below represents estimated taxable operating results of Bloomington Business Plaza, Bloomington, Minnesota for the first twelve-month period of the acquisition. Said property is a net lease commercial structure consisting of 114,819 net rentable square footage, of which assumptions for net rent is based upon 7% vacancy.
|
Cash Flow Projections |
|
|
Rental Revenue |
$ 694,021 |
Interest Expense |
-352,500 |
Principle Mortgage Reduction |
-74,400 |
OPERATING CASH FLOW |
$ 267,121 |
To
the Board of Trustees of Investors Real Estate Trust
We have audited the accompanying Historical Summary of Gross Income and Direct Operating Expenses of Stone Container ("Historical Summary") for the year ended December 31, 2001. This Historical Summary is the responsibility of the management. Our responsibility is to express an opinion on the Historical Summary based on our audit.
We conducted our audit in accordance with auditing standards generally
accepted in the United States of America. Those standards
require that we plan and perform the audit to obtain reasonable
assurance about whether the Historical Summary is free of material
misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the Historical
Summary. An audit also includes assessing the accounting
principles used and significant estimates made by management,
as well as evaluating the overall presentation of the Historical
Summary. We believe that our audit provides a reasonable
basis for our opinion.
The accompanying Historical Summary
was prepared for the purpose of complying with the rules and regulations
of the Securities and Exchange Commission as described in Note
2, and is not intended to be a complete presentation of Stone
Containers revenue and expenses.
In our opinion, the Historical Summary referred to above presents fairly, in all material respects, the gross income and direct operating expenses described in Note 2 of Stone Container for the year ended December 31, 2001, in conformity with accounting principles generally accepted in the United States of America.
/S/ Brady, Martz and Associates, P.C. Brady, Martz, and Associates, P.C. Minot, North Dakota
March 12, 2002
Stone Container Historical Summary of Gross Income and Direct Operating Expenses for the Year Ended December 31, 2001
GROSS INCOME |
|
Real estate rentals |
$ 916,135 |
DIRECT OPERATING EXPENSES |
0 |
|
|
EXCESS OF GROSS INCOME OVER DIRECT OPERATING EXPENSES |
$ 916,135 |
The Notes to Historical Summary of Gross Income and Direct Operating Expenses are an integral part of this summary.
Stone Container Notes to Historical Summary of Gross Income and Direct Operating Expenses for the Year Ended December 31, 2001
Note 1. |
Nature
of Business |
Note 2. |
Basis of Presentation |
Note 3. |
Summary
of Significant Accounting Policies Revenue Recognition - Rental revenue is recognized on the straight-line basis, which averages minimum rents over the terms of the leases. The lease is classified as a triple-net lease, and will expire on December 31st 2010. The following is a schedule by years of future minimum rents receivable on operating lease in effect as of December 31, 2001.
Year
Amount |
The table below represents estimated taxable operating results of Stone Container in Roseville, Minnesota for the first twelve-month period of the acquisition. Said property is a net lease commercial structure consisting of 229,072 rentable square footage, of which assumptions for net rent is based upon 100% occupancy.
|
Cash Flow Projections |
|
|
Rental Revenue |
$ 817,787 |
Interest Expense |
-355,100 |
Principle Mortgage Reduction |
-126,825 |
OPERATING CASH FLOW |
$ 335,862 |
To the Board of Trustees of Investors Real Estate Trust
We have audited the accompanying Historical Summary of Gross Income and Direct Operating Expenses of Thresher Square ("Historical Summary") for the years ended December 31, 2001, 2000 and 1999. This Historical Summary is the responsibility of the management. Our responsibility is to express an opinion on the Historical Summary based on our audit.
We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the Historical Summary is free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the Historical Summary. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the Historical Summary. We believe that our audits provide a reasonable basis for our opinion.
The accompanying Historical Summary was prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission as described in Note 2, and is not intended to be a complete presentation of Thresher Squares revenue and expenses.
In our opinion, the Historical Summary referred to above presents fairly, in all material respects, the gross income and direct operating expenses described in Note 2 of Thresher Square for the years ended December 31, 2001, 2000, and 1999 in conformity with accounting principles generally accepted in the United States of America.
/S/ Brady, Martz and Associates, P.C. Brady, Martz, and Associates, P.C. Minot, North Dakota
March 12, 2002
Thresher Square Historical Summary of Gross Income and Direct Operating Expenses for the Years Ended December 31, 2001, 2000 and 1999
GROSS INCOME |
12/31/01 |
12/31/00 |
12/31/99 |
Real estate rentals |
$ 1,145,294 |
$ 1,113,778 |
$ 1,081,460 |
Operating Expense Reimbursements |
936,287 |
866,369 |
820,621 |
Other Income |
34,408 |
33,052 |
30,881 |
Total Gross Income |
$ 2,115,989 |
$ 2,013,199 |
$ 1,932,962 |
DIRECT OPERATING EXPENSES |
|
|
|
Utilities |
$ 175,256 |
$ 151,905 |
$ 155,854 |
Repairs and Maintenance |
457,100 |
393,358 |
380,893 |
Real Estate Taxes |
351,410 |
318,571 |
320,450 |
Property Management |
106,439 |
100,570 |
95,166 |
Insurance |
13,740 |
10,997 |
10,144 |
Total Direct Operating Expenses |
$ 1,103,945 |
$ 975,401 |
$ 962,507 |
EXCESS OF GROSS INCOME OVER DIRECT OPERATING EXPENSES |
$ 1,012,044 |
$ 1,037,798 |
$ 970,455 |
The Notes to Historical Summary of Gross Income and Direct Operating Expenses are an integral part of this summary.
Note 1. |
Nature
of Business |
Note 2. |
Basis of Presentation |
Note 3. |
Summary
of Significant Accounting Policies Revenue Recognition - Rental revenue is recognized on the straight-line basis, which averages minimum rents over the terms of the leases. All leases are classified as operating leases and expire at various dates prior to January 31, 2009. The following is a schedule by years of future minimum rents receivable on non-cancelable operating leases in effect as of December 31, 2001.
Year
Amount |
|
Expense Reimbursement Expense reimbursements represent operating expenses, including real estate taxes billed to the tenants and are recognized in the period the expenses are incurred. |
The table below represents estimated taxable operating results of Thresher Square in Minneapolis, Minnesota for the first twelve-month period of the acquisition. Said property is a net lease commercial structure consisting of 113,736 rentable square footage, of which assumptions for net rent is based upon 93% occupancy.
|
Cash Flow Projections |
|
|
Rental Revenue |
$ 1,120,000 |
Interest Expense |
-452,221 |
Principle Mortgage Reduction |
-370,000 |
OPERATING CASH FLOW |
$ 297,779 |