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 March 31, 1998 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 Identification No.) incorporation or organization) 44 South Bayles Avenue, Suite 304, Port Washington, NY 11050 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (516) 767-6492 4333 Edgewood Road N.E., Cedar Rapids, IA, 52499 (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 May 13, 1998 was 2,245,411. PART I FINANCIAL INFORMATION Item 1. Financial Statements. CEDAR INCOME FUND, Ltd. Balance Sheets (unaudited) March 31, December 31, 1998 1997 1997 ASSETS Real estate Land $ 4,126,044 4,126,044 4,126,044 Buildings and improvements 14,636,843 14,494,516 14,636,843 18,762,887 18,620,560 18,762,887 Less accumulated depreciation (4,338,715) (3,867,371) (4,217,699) 14,424,172 14,753,189 14,545,188 Mortgage loan receivable - 571,678 564,437 14,424,172 15,324,867 15,109,625 Cash and cash equivalents 1,861,886 529,293 407,216 Rent and other receivables 219,211 102,308 130,615 Interest receivable - 3,930 3,881 Prepaid expenses 107,017 71,915 109,624 Deferred lease commissions 169,076 176,573 164,826 Taxes held in escrow 24,889 30,252 15,896 Total Assets $ 16,806,251 16,239,138 15,941,683 LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities Mortgage loan payable $ 1,394,104 1,417,885 1,400,259 Accounts payable and accrued expenses 140,230 184,006 162,320 Due to affiliates - 2,976 62,570 Escrow payable 1,000,000 - - Security deposits 81,255 86,415 80,085 Advance rents 12,375 23,110 9,347 Total Liabilities 2,627,964 1,714,392 1,714,581 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 11,932,876 12,279,335 11,981,691 Total Shareholders' Equity 14,178,287 14,524,746 14,227,102 Total Liabilities and Shareholders' Equity $ 16,806,251 16,239,138 15,941,683
Cedar Income Fund, Ltd. Statements of Operations (Unaudited) Three Months Ended March 31, 1998 1997 REVENUE Rents $ 639,038 539,619 Interest 31,286 21,296 Total Revenue 670,324 560,915 EXPENSES Property expenses: Real estate taxes 59,609 64,423 Wages and salaries - 5,148 Repairs and maintenance 71,459 75,535 Utilities 35,666 31,811 Management fee 31,952 26,981 Insurance 4,909 4,913 Other 21,488 25,103 Property expenses, excluding depreciation 225,083 233,914 Depreciation 121,016 112,359 Total property expenses 346,099 346,273 Interest 33,687 34,237 Administrative fees 25,776 25,353 Directors' fees and expenses 21,005 11,865 Other administrative 68,031 18,980 Total Expenses 494,598 436,708 Net earnings $ 175,726 124,207 Basic and diluted net earnings per share $ .08 .06 Dividends to shareholders $ 224,541 224,541 Dividends to shareholders per share $ .10 .10 Average number of shares outstanding 2,245,411 2,245,411
CEDAR INCOME FUND, Ltd. Statements of Cash Flows (unaudited) Three Months Ended March 31, 1998 1997 CASH FLOWS FROM OPERATING ACTIVITIES: Rents collected $ 633,177 540,787 Interest received 35,167 21,312 Payments for operating expenses (515,814) (304,059) Interest paid (32,771) (33,320) Net cash provided by operating activities 119,759 224,720 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures - (157,658) Principal portion of scheduled mortgage loan collections 2,517 2,313 Principal repayment on mortgage loan receivable 561,920 - Security deposits collected, net 1,170 19,760 Net cash provided (used) by investing activities 565,607 (135,585) CASH FLOWS FROM FINANCING ACTIVITIES: Principal portion of scheduled mortgage loan payments (6,155) (5,607) Escrow funds received 1,000,000 - Dividends paid to shareholders (224,541) (224,541) Net cash provided (used) by financing activities 769,304 (230,148) Net increase (decrease) in cash and cash equivalents 1,454,670 (141,013) Cash and cash equivalents at beginning of period 407,216 670,306 Cash and cash equivalents at end of period $ 1,861,886 529,293 RECONCILIATION OF NET EARNINGS TO NET CASH PROVIDED BY OPERATING ACTIVITIES: Net earnings $ 175,726 124,207 Add (deduct) reconciling adjustments: Depreciation 121,016 112,359 Amortization 916 916 Increase in rent and other receivables (97,589) (19,450) Decrease in interest receivable 3,881 16 Decrease in prepaid expenses 1,691 11,927 Increase in deferred lease commissions (4,250) (60,425) Increase (decrease) in operating accounts payable and accrued expenses (22,090) 80,669 Decrease in due to affiliates (62,570) (33,562) Increase in advance rents 3,028 8,063 Net cash provided by operating activities $ 119,759 224,720
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 1997 Annual Report on Form 10-K. Note 2: Shareholders' equity, December 31, 1997 $ 14,227,102 Net earnings 175,726 Dividends to shareholders (224,541) Shareholders' equity, March 31, 1998 $ 14,178,287 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Net earnings for the three months ended March 31, 1998 were $175,726 ($.08 per share) compared to $124,207 ($.06 per share) for the same period in 1997. (All per share amounts are on a basic and diluted basis.) Net earnings were higher in the first quarter of 1998, compared to 1997, primarily due to an increase in rental income, partially offset by an increase in other administrative expenses. Rental income for the first quarter of 1998 was $639,038 compared to $539,619 for the first quarter in 1997, an increase of 18%. Rental income at Southpoint Parkway Center in Jacksonville, Florida increased by $57,000 due to higher occupancy resulting from an existing tenant leasing an additional 17,116 square feet. Rental income also increased at Corporate Center East in Bloomington, Illinois by $40,000 due to higher occupancy as a result of the Company's success in achieving occupancy of 100%. Rental income at Broadbent Business Center in Salt Lake City, Utah and Germantown Square in Louisville, Kentucky were relatively unchanged from the prior year. The Company's real estate portfolio had an overall occupancy rate of 98% at March 31, 1998. Total property expenses, excluding depreciation, decreased from 43% of rental income in 1997 to 35% in 1998. Wages and salaries decreased by $5,000 due to the reduction of property management personnel at Broadbent. Utilities increased by $4,000 in 1998, an increase of 12%, due to an increase in occupancy at Southpoint. Management fees increased by $5,000 in 1998, an increase of 18%, corresponding to the 18% increase in rental income. Directors' fees and expenses increased by $9,000 due to an increase in coverage for directors and officers insurance and an increase in the annual premium. Other administrative expenses increased by $49,000 due to legal fees and mailing costs incurred in connection with the completion of the tender offer for all Cedar shares. Capital resources of the Company consist of equity in real estate investments. In March 1998, Life Investors Insurance Company of America exercised its right to repurchase the entire mortgage receivable balance from the Company. As a result, the Company invested the proceeds in the Company's money market fund. The Company maintains its real estate in good condition and provides adequate insurance coverage. The Company's liquidity at March 31, 1998 is represented by cash and cash equivalents and cash flow from operating activities. This liquidity is considered sufficient to meet current obligations. The Board of Directors declared a dividend of $.10 per share, payable May 20, 1998 to shareholders of record May 10, 1998. The Board of Directors will continue to consider leasing prospects, operating results and the financial condition of the Company in determining future dividends. PART II OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K. No reports on Form 8-K were filed during the first quarter of 1998. 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/ Brenda J. Walker Brenda J. Walker Vice President (principal financial officer) Dated: May 13, 1998