UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarter ended September 30, 1996 Commission file number 0-14510 CEDAR INCOME FUND, LTD. (Exact name of registrant as specified in its charter) Iowa 42-1241468 (State or other jurisdiction (I.R.S. Employer Identification No.) of incorporation or organization) 4333 Edgewood Road N.E., Cedar Rapids, IA 52499 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (319) 398-8975 N/A (Former name, address and fiscal year, if changed since last report) Indicate by check-mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No The number of shares of common stock outstanding at November 13, 1996 was 2,245,411. PART I FINANCIAL INFORMATION Item 1. Financial Statements. Balance Sheets (unaudited) September 30, December 31, 1996 1995 1995 Assets Real estate Land $ 4,126,044 4,126,044 4,126,044 Buildings and improvements 14,219,153 14,200,539 14,200,539 18,345,197 18,326,583 18,326,583 Less accumulated depreciation (3,646,023) (3,209,210) (3,318,273) 14,699,174 15,117,373 15,008,310 Mortgage loan receivable 576,256 584,849 582,769 15,275,430 15,702,222 15,591,079 Cash and cash equivalents 903,972 754,957 772,144 Rent and other receivables 83,207 86,503 80,213 Interest receivable 3,962 4,021 4,007 Prepaid expenses 31,055 34,722 44,275 Deferred lease commissions 114,840 134,353 114,807 Taxes held in escrow 60,508 50,933 3,580 $ 16,472,974 16,767,711 16,610,105 Liabilities and Shareholders' Equity Liabilities Mortgage loan payable $ 1,428,969 1,449,643 1,444,654 Accounts payable and accrued expenses 220,930 206,553 99,673 Due to affiliates 28,343 34,588 28,762 Security deposits 64,556 67,870 66,869 Advance rents 14,551 30,270 8,519 1,757,349 1,788,924 1,648,477 Shareholders' equity Common stock, $1 par value, 5,020,000 shares authorized 2,245,411 2,245,411 2,245,411 Additional paid-in capital 12,470,214 12,733,376 12,716,217 14,715,625 14,978,787 14,961,628 $ 16,472,974 16,767,711 16,610,105
Cedar Income Fund, Ltd. Statements of Operations (unaudited) Three Months Ended Nine Months Ended September 30, September 30, 1996 1995 1996 1995 Revenue Rents $ 532,692 607,355 1,613,391 1,807,266 Interest 24,313 22,125 70,809 63,363 557,005 629,480 1,684,200 1,870,629 Expenses Property expenses: Real estate taxes 61,094 63,857 186,434 179,760 Wages and salaries 5,587 5,320 16,366 15,179 Repairs and maintenance 69,754 59,743 189,445 257,506 Utilities 45,615 43,644 113,876 99,894 Management fee 26,634 30,367 80,669 90,362 Insurance 4,856 5,093 14,394 12,407 Other 20,614 22,205 73,958 67,700 Property expenses, excluding depreciation 234,154 230,229 675,142 722,808 Depreciation 109,038 109,062 327,750 327,213 Total property expenses 343,192 339,291 1,002,892 1,050,021 Interest 34,492 34,969 103,843 105,242 Administrative fees 25,307 24,912 75,286 74,542 Directors' fees and expenses 12,064 10,044 33,087 32,524 Other administrative 9,274 14,554 41,471 46,061 424,329 423,770 1,256,579 1,308,390 Net earnings $ 132,676 205,710 427,621 562,239 Net earnings per share $ .06 .09 .19 .25 Dividends to shareholders $ 224,542 224,541 673,624 673,623 Dividends to shareholders per share $ .10 .10 .30 .30 Average number of shares outstanding 2,245,411 2,245,411 2,245,411 2,245,411
Cedar Income Fund, Ltd. Statements of Cash Flows (unaudited) Nine Months Ended September 30, 1996 1995 Cash flows from operating activities: Rents collected $ 1,617,652 1,750,592 Interest received 70,854 65,445 Payments for operating expenses (751,862) (723,422) Interest paid (101,093) (102,492) Net cash provided by operating activities 835,551 990,123 Cash flows from investing activities: Capital expenditures (18,614) -- Principal portion of scheduled mortgage loan collections 6,513 5,985 Security deposits collected, net (2,313) (257) Net cash provided (used) by investing activities (14,414) 5,728 Cash flows from financing activities: Principal portion of scheduled mortgage loan payments (15,685) (14,286) Dividends paid to shareholders (673,624) (673,623) Net cash used by financing activities (689,309) (687,909) Net increase in cash and cash equivalents 131,828 307,942 Cash and cash equivalents at beginning of period 772,144 447,015 Cash and cash equivalents at end of period $ 903,972 754,957 Reconciliation of net earnings to net cash provided by operating activities: Net earnings $ 427,621 562,239 Add (deduct) reconciling adjustments: Depreciation 327,750 327,213 Amortization 2,750 2,750 Increase in rent and other receivables (59,922) (64,589) Decrease in interest receivable 45 2,082 Decrease in prepaid expenses 10,470 16,111 Decrease (increase) in deferred lease commissions (33) 36,911 Increase in operating accounts payable, accrued expenses and due to affiliates 120,838 126,020 Increase (decrease) in advance rents 6,032 (18,614) Net cash provided by operating activities $ 835,551 990,123
[FN] NOTES TO FINANCIAL STATEMENTS Note 1: The unaudited interim financial statements are prepared in accordance with generally accepted accounting principles and include all adjustments of a normal recurring nature necessary for a fair pesentation of the financial position and quarterly results. Interim reports should be read in conjunction with the audited financial statements and related notes included in the 1995 Annual Report. Note 2: Shareholders' equity, December 31, 1995 $ 14,961,628 Net earnings 427,621 Dividends to shareholders (673,624) Shareholders' equity, September 30, 1996 $ 14,715,625 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. We are pleased to present the third quarter report for Cedar Income Fund, Ltd. Net earnings for the three and nine months ended September 30, 1996 were $132,676 ($.06 per share) and $427,621 ($.19 per share), respectively, compared to $205,710 ($.09 per share) and $562,239 ($.25 per share) for the same periods in 1995. Funds from operations (earnings from operations plus depreciation) were $755,371 for the first nine months of 1996 compared to $889,452 for the same period in 1995. Net earnings and funds from operations declined from 1995 to 1996 primarily due to the Hewlett Packard Corporation vacating 20,400 square feet of space at Corporate Center East in Bloomington, Illinois when its lease expired on December 31, 1995. The Company is in the process of obtaining one or more replacement tenants and has subsequently leased 8,000 square feet of this space. The Company's real estate portfolio had an overall occupancy rate of 90% at September 30, 1996. Rental income for the three and nine months ended September 30, 1996 was $532,692 and $1,613,391, respectively, compared to $607,355 and $1,807,266 for the same periods in 1995. The decrease in rental income is attributed to Corporate Center East, where Hewlett Packard contributed approximately $210,000 in rents during the first three quarters of 1995. This decrease was partially offset by a 6% increase in rental income at Germantown Square in Louisville, Kentucky due to higher base rents and expense recoveries. Rental income at Southpoint Parkway Center in Jacksonville, Florida and Broadbent Business Center in Salt Lake City, Utah was relatively unchanged from a year ago. The increase in interest income is due to a higher balance of funds available for investment. Total property expenses, excluding depreciation, decreased from $722,808 for the first nine months of 1995 to $675,142 for the same period in 1996, representing 40% and 42% of rental income, respectively. Repairs and maintenance decreased primarily due to tenant remodeling and other expenses incurred in 1995 that have not been required this year. The increase in utilities is primarily because Hewlett Packard was responsible for their own utilities at Corporate Center East, but this expense is now the Company's. The increase in other property expenses is primarily the result of new signage required at Corporate Center East. Capital resources of the Company consist of equity in real estate investments and a mortgage loan receivable. The Company maintains its real estate in good condition and provides adequate insurance coverage. The Company's liquidity at September 30, 1996 is represented by cash and cash equivalents, a mortgage loan participation and cash flow from operating activities. This liquidity is considered sufficient to meet current obligations. It has been the intention of the Company since its inception to be essentially self-liquidating. While there are no legal requirements that the Company be liquidated by a particular date or within any particular time frame, the original expectation was that the Company would be liquidated ten years following the stock offering (completed in 1986). The manner in which the liquidation was intended to be accomplished was by eventually selling the assets and distributing to shareholders the net cash proceeds. There are actually several options available to the Company, so the Board of Directors has begun exploring the various possibilities. The Board of Directors declared a dividend of $.10 per share payable November 18, 1996 to shareholders of record November 5, 1996. The Board of Directors will continue to consider leasing prospects, operating results and the financial condition of the Company in determining future dividends. Edwin B. Lancaster, a director of the Company since its inception, passed away on October 25, 1996. Mr. Lancaster will be remembered for his knowledge and insight, his integrity and dedication, and his genuine care and concern for the best interests of the Company and its shareholders. He will most certainly be missed by everyone who had the privilege of knowing him. We extend our deepest sympathies to his family and friends. 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, thereunto duly authorized. CEDAR INCOME FUND, LTD. Alan F. Fletcher Vice President and Treasurer (principal financial officer) Roger L. Schulz Controller (principal accounting officer) Dated: November 13, 1996