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, 1997 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 of (I.R.S. Employer incorporation or organization) Identification No.) 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, 1997 was 2,245,411. PART I FINANCIAL INFORMATION Item 1. Financial Statements. CEDAR INCOME FUND, Ltd. Balance Sheets (unaudited) September 30, December 31, 1997 1996 1996 ASSETS Real estate Land $ 4,126,044 4,126,044 4,126,044 Buildings and improvements 14,636,844 14,219,153 14,336,858 18,762,888 18,345,197 18,462,902 Less accumulated depreciation (4,090,823) (3,646,023) (3,755,012) 14,672,065 14,699,174 14,707,890 Mortgage loan receivable 566,902 576,256 573,991 15,238,967 15,275,430 15,281,881 Cash and cash equivalents 553,585 903,972 670,306 Rent and other receivables 86,677 83,207 95,413 Interest receivable 3,897 3,962 3,946 Prepaid expenses 78,055 31,055 84,758 Deferred lease commissions 170,336 114,840 116,148 Taxes held in escrow 60,504 60,508 17,697 Total Assets $ 16,192,021 16,472,974 16,270,149 LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities Mortgage loan payable $ 1,406,272 1,428,969 1,423,492 Accounts payable and accrued expenses 217,813 220,930 103,337 Due to affiliates 30,191 28,343 36,538 Security deposits 80,585 64,556 66,655 Advance rents 18,023 14,551 15,047 Total Liabilities 1,752,884 1,757,349 1,645,069 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 12,193,726 12,470,214 12,379,669 Total Shareholders' Equity 14,439,137 14,715,625 14,625,080 Total Liabilities and Shareholders' Equity $ 16,192,021 16,472,974 16,270,149
Cedar Income Fund, Ltd. Statements of Operations (Unaudited) Three Months Ended Nine Months Ended September 30, September 30, 1997 1996 1997 1996 REVENUE Rents $ 606,590 532,692 1,749,908 1,613,391 Interest 19,647 24,313 60,866 70,809 Total Revenue 626,237 557,005 1,810,774 1,684,200 EXPENSES Property expenses: Real estate taxes 59,247 61,094 187,740 186,434 Wages and salaries 172 5,587 10,756 16,366 Repairs and maintenance 80,781 69,754 243,654 189,445 Utilities 49,986 45,615 117,532 113,876 Management fee 30,329 26,634 87,495 80,669 Insurance 4,761 4,856 14,509 14,394 Other 21,030 20,614 72,754 73,958 Property expenses, excluding depreciation 246,306 234,154 734,440 675,142 Depreciation 117,877 109,038 335,811 327,750 Total property expenses 364,183 343,192 1,070,251 1,002,892 Interest 33,968 34,492 102,308 103,843 Administrative fees 25,279 25,307 75,898 75,286 Directors' fees and expenses 10,844 12,064 32,743 33,087 Other administrative 10,911 9,274 41,894 41,471 Total Expenses 445,185 424,329 1,323,094 1,256,579 Net earnings $ 181,052 132,676 487,680 427,621 Net earnings per share $ .08 .06 .22 .19 Dividends to shareholders $ 224,541 224,541 673,623 673,624 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, 1997 1996 CASH FLOWS FROM OPERATING ACTIVITIES: Rents collected $ 1,761,620 1,617,652 Interest received 60,915 70,854 Payments for operating expenses (869,888) (751,862) Interest paid (99,558) (101,093) Net cash provided by operating activities 853,089 835,551 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures (299,985) (18,614) Principal portion of scheduled mortgage loan collections 7,089 6,513 Security deposits collected, net 13,929 (2,313) Net cash used by investing activities (278,967) (14,414) CASH FLOWS FROM FINANCING ACTIVITIES: Principal portion of scheduled mortgage loan payments (17,220) (15,685) Dividends paid to shareholders (673,623) (673,624) Net cash used by financing activities (690,843) (689,309) Net increase (decrease) in cash and cash equivalents (116,721) 131,828 Cash and cash equivalents at beginning of period 670,306 772,144 Cash and cash equivalents at end of period $ 553,585 903,972 RECONCILIATION OF NET EARNINGS TO NET CASH PROVIDED BY OPERATING ACTIVITIES: Net earnings $ 487,680 427,621 Add (deduct) reconciling adjustments: Depreciation 335,811 327,750 Amortization 2,749 2,750 Increase in rent and other receivables (34,071) (59,922) Decrease in interest receivable 49 45 Decrease in prepaid expenses 3,954 10,470 Increase in deferred lease commissions (54,188) (33) Increase in operating accounts payable and accrued expenses 114,476 121,257 Decrease in due to affiliates (6,347) (419) Increase in advance rents 2,976 6,032 Net cash provided by operating activities $ 853,089 835,551
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 presentation 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 1996 Annual Report. Note 2: Shareholders' equity, December 31, 1996 $ 14,625,080 Net earnings 487,680 Dividends to shareholders (673,623) Shareholders' equity, September 30, 1997 $ 14,439,137
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, 1997 were $181,052 ($.08 per share) and $487,680 ($.22 per share), respectively, compared to $132,676 ($.06 per share) and $427,621 ($.19 per share) for the same periods in 1996. Net earnings increased from 1996 to 1997 primarily due to an increase in rental income at Corporate Center East in Bloomington, Illinois, which was partially offset by an increase in repairs and maintenance expenses. The Company's real estate portfolio had an overall occupancy rate of 97% at September 30, 1997. Rental income for the three and nine months ended September 30, 1997 was $606,590 and $1,749,908, respectively, compared to $532,692 and $1,613,391 for the same periods in 1996. This increase is primarily attributable to the Company's eventual success in locating replacement tenants at Corporate Center East for 20,000 square feet of space that had been vacant since the end of 1995, resulting in an increase in rental income of $111,000 compared to the same period a year ago. Broadbent Business Center in Salt Lake City, Utah also had improved occupancy this year, which resulted in higher rental income of $41,000. These increases were partially offset by a decrease of $23,000 in rental income at Southpoint Parkway Center in Jacksonville, Florida due to lower occupancy during the first quarter this year. The Company has subsequently leased this vacant space at Southpoint to an existing tenant. Rental income at Germantown Square in Louisville, Kentucky was relatively unchanged from a year ago. Interest income decreased by 14% due to a lower balance of funds available for investment. Total property expenses, excluding depreciation, increased from $675,142 for the first nine months of 1996, to $734,440 for the same period in 1997. These amounts represent 42% of rental income for both years. Repairs and maintenance were higher for the first nine months of 1997 compared to the same period in 1996 primarily due to tenant remodeling and other expenses incurred in 1997 that were not required last year. For the nine months ended September 30, 1997 compared to the same period one year ago, wages and salaries decreased by 34% due to the reduction of property management personnel at Broadbent. As mentioned above, the Company has been successful in locating replacement tenants for the vacant spaces that existed at Corporate Center East and Southpoint. As a result of releasing this space, the Company incurred capital expenditures of $300,000 and lease commissions of $78,000 through September 30, 1997. 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, 1997 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, including capital expenditures. The Board of Directors declared a dividend of $.10 per share, payable November 17, 1997 to shareholders of record November 7, 1997. The Board of Directors will continue to consider leasing prospects, operating results and the financial condition of the Company in determining future dividends. 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. /s/ Alan F. Fletcher Alan F. Fletcher Vice President and Treasurer (principal financial officer) /s/ Roger L. Schulz Roger L. Schulz Controller (principal accounting officer) Dated: November 13, 1997