DOCUMENTS INCORPORATED BY REFERENCE:
1.
Registrant incorporates by reference portions of the Commercial Net Lease Realty, Inc. Annual Report
to Shareholders for the year ended December 31, 2001 (Items 5, 6, 7, 7A and 8 of Part
II).
2. Registrant incorporates by reference portions of the Commercial Net Lease
Realty, Inc. Proxy Statement for the 2002 Annual Meeting of Shareholders (Items 10, 11, 12 and 13 of
Part III).
PART I
Item 1. Business
Commercial Net Lease Realty, Inc., a Maryland corporation is a fully integrated, self-administered
real estate investment trust (“REIT”) formed in 1984. Commercial Net Lease Realty, Inc. and
its wholly-owned subsidiaries (the “Registrant” or the “Company”), acquires,
owns, manages and indirectly develops a diversified portfolio of high-quality, freestanding
properties that are generally leased to major retail businesses under full-credit, long-term
commercial net leases.
The Company’s strategy is to invest in single-tenant, freestanding retail properties with
purchase prices of generally up to $8.0 million, which typically are located along intensive
commercial corridors near traffic generators, such as regional malls, business developments and
major thoroughfares. Management believes that these types of properties when leased to high-quality
tenants with significant market presence provide attractive opportunities for a stable current
return and the potential for capital appreciation. In management’s view, these types of
properties also provide the Company with flexibility in use and tenant selection when the properties
are re-let.
The Company will hold its properties until it determines that the sale or other disposition of the
properties is advantageous in view of the Company’s investment objectives. In deciding whether
to sell properties, the Company will consider factors such as potential capital appreciation, net
cash flow and federal income tax considerations.
Properties
As of December 31, 2001, the Company owned 351 properties (the “Properties”) that are
leased to major businesses, including Academy, Barnes & Noble, Bed, Bath & Beyond,
Bennigan’s, Best Buy, Borders, Eckerd, Food 4 Less, Good Guys, OfficeMax and The Sports
Authority. Approximately 89 percent of the gross leasable area of the Company’s Property
portfolio was leased at December 31, 2001.
The Properties are generally leased under net leases pursuant to which the tenant typically will
bear responsibility for substantially all property costs and expenses associated with ongoing
maintenance and operation. The leases of each of the Company’s Properties require payment of
base rent plus, generally, either percentage rent based on the tenant’s gross sales or
contractual increases in base rent.
During 2001, one of the Company’s lessees, Eckerd Corporation, accounted for more than 10
percent of the Company’s total rental income (including the Company’s share of rental
income from nine properties owned by one of the Company’s unconsolidated affiliates). As of
December 31, 2001, Eckerd Corporation leased 49 properties (including three properties under leases
with one of the Company’s unconsolidated affiliates). It is anticipated that, based on the
minimum rental payments required by the leases, Eckerd Corporation will continue to account for more
than 10 percent of the Company’s total rental income in 2002. Any failure of this lessee to
make its lease payments when they are due could materially affect the Company’s income.
Investment in Consolidated Subsidiaries
During its course of business, the Company has formed or acquired eighteen wholly-owned
subsidiaries: Net Lease Realty I, Inc. (November 1995), Net Lease Realty II, Inc. (November 1995),
Net Lease Realty III, Inc. (June 1997), Net Lease Realty IV, Inc. (June 1997), Net Lease Funding,
Inc. (August 1998), CNLR GP Corp. (April 2000), CNLR LP Corp. (April 2000), ECK-Falls Church, LLC
(October 2001) and CNLR Texas GP Corp. (October 2001). The following subsidiaries were acquired with
the Captec Net Lease Realty, Inc. ("Captec") merger: CNLR Texas Opportunity, L.P., CNLR Texas Ster
L.P., CNLR Ster Florida, LLC, CNLR Ster Glendale Arizona, LLC, CNLR Ster Paradise Valley Arizona,
LLC, CNLR Ster Richmond Virginia, LLC, CNLR Ster Toledo Ohio, LLC, Commercial Net Lease Realty Trust
and Hollywood CNLR, LLC (December 2001) (the "Former Captec Subsidiaries"). Net Lease Realty I,
Inc., Net Lease Realty IV, Inc. and ECK-Falls Church, LLC were formed to facilitate the acquisition
and development of certain properties. Net Lease Realty II, Inc. was utilized to facilitate the
acquisition of CNL Realty Advisors, Inc., the Company's advisor. CNLR GP Corp. and CNLR LP Corp.
were formed for future business considerations and are currently not engaged in any business
operations, and Net Lease Realty III, Inc. is the general partner of and holds a 20 percent interest
in Net Lease Institutional Realty, L.P. Net Lease Funding, Inc. holds a non-voting and
non-controlling interest in two entities that hold an interest in mortgage loans. CNLR Texas GP
Corp. was formed to serve as the general partner to various partnerships that own real estate. The
Former Captec Subsidiaries own real estate. Each of the wholly-owned subsidiaries is a qualified
real estate investment trust subsidiary as defined under the Internal Revenue Code Section
856(i)(2).
Investment in Unconsolidated Affiliates
In May 1999, the Company transferred its build-to-suit development operation to a 95-percent-owned,
taxable unconsolidated subsidiary, Commercial Net Lease Realty Services, Inc. (“Services”).
The Company contributed $5,700,000 of real estate and other assets to Services in exchange for 5,700
shares of non-voting common stock. In connection with its contribution, the Company received a 95
percent, non-controlling interest in Services and was entitled to receive 95 percent of the
dividends paid by Services. On December 31, 2001, the Company contributed an additional $20,042,000
of real estate. As a result of its additional contribution, as of January 1, 2002 the Company will
have a 98.7 percent, non-controlling interest in Services and will be entitled to receive 98.7
percent of the dividends paid by Services. The Company has also entered into a secured line of
credit agreement with Services for a $85,000,000 revolving credit facility. The credit facility is
secured by a first mortgage on Services’ properties. In addition, the Company entered into
lines of credit and security agreements with wholly-owned subsidiaries of Services for $55,500,000
of revolving credit facilities. Collectively, these agreements provide an aggregate borrowing
capacity of $140,500,000 to Services and its wholly-owned subsidiaries and each agreement has an
expiration date of October 31, 2003. Services acquires, develops, leases and sells freestanding
retail properties. The Company accounts for its interest in Services and its wholly-owned
subsidiaries under the equity method of accounting.
In September 1997, Net Lease Realty III, Inc., a wholly-owned subsidiary of the Company, formed a
limited partnership, Net Lease Institutional Realty L.P. (the “Partnership”), with The
Northern Trust Company, as Trustee of the Retirement Plan for the Chicago Transit Authority
Employees (“CTA”) to acquire, own and manage nine properties. Net Lease Realty III, Inc.
is the sole general partner (the “General Partner”) with a 20 percent interest in the
Partnership, and CTA is the sole limited partner with an 80 percent interest in the Partnership.
Pursuant to the Partnership agreement, the General Partner is responsible for the management of the
Partnership’s properties. Net income and losses of the Partnership are to be allocated to the
partners in accordance with their respective percentage interest in the Partnership. The Partnership
secured a $12,000,000 non-recourse mortgage on the Partnership’s nine properties in September
1997 at a 7.37% interest rate.
As of December 31, 2001, the Partnership owned nine properties (the “Partnership
Properties”), of which eight are leased to six major retail tenants. Generally, the leases of
the Partnership Properties provide for initial terms of 15 to 20 years with annual base rent ranging
from $137,000 to $730,000 and building sites ranging from 11,000 to 54,000 square feet. The
Partnership Properties are leased under net leases pursuant to which the tenant typically will bear
the responsibility for substantially all property costs and expenses related to ongoing maintenance
and operation, including utilities, property taxes and insurance.
In June and November 2001, the Company entered into LLC arrangements, CNL Commercial Holdings I, LLC
and CNL Commercial Holdings II, LLC, respectively, with CNL Commercial Finance, Inc., a related
party. These limited liability companies hold an interest in mortgage loans. The Company holds a
non-voting and non-controlling interest of 42.737 percent and 43.997 percent, respectively in these
investments, and accounts for its interests under the equity method of accounting.
Advisory Services
On January 1, 1998, the Company acquired its external advisor, CNL Realty Advisors, Inc. (the
“Advisor”), which resulted in the Company becoming a self-administered and self-managed
REIT (the “Advisor Transaction”). Pursuant to an agreement and plan of merger, the Advisor
was merged into a wholly-owned subsidiary of the Company pursuant to which all of the outstanding
common stock of the Advisor was exchanged for 220,000 shares of common stock of the Company and the
right, based upon the Company’s completed property acquisitions and completed development
projects in accordance with the Merger agreement, to receive up to 1,980,000 additional shares (the
“Share Balance”) of the Company’s common stock, for a period of up to five years. The
Company has issued the entire Share Balance as of December 31, 2001. Upon the consummation of the
Advisor Transaction, all personnel employed by the Advisor became employees of the Company.
Following consummation of the Advisor Transaction, the Advisory Agreement (as defined above) and the
obligation of the Company to pay any fees thereunder was terminated. For a complete description of
the Advisor Transaction, see the Company’s Proxy Statement dated November 13, 1997 for the
Company’s 1997 annual meeting of stockholders.
Merger
On December 1, 2001, the Company acquired 100 percent of Captec, a publicly traded real estate
investment trust, which owned 135 freestanding, net lease properties located in 26 states. Captec
shareholders received $11,839,000 in cash, 4,349,918 newly issued Commercial Net Lease Realty common
shares and 1,999,974 newly issued shares of Commercial Net Lease Realty’s 9% Class A Perpetual
Preferred Stock. The merger was accounted for under the purchase method of accounting. Under the
purchase method of accounting, the merger acquisition price of $124,722,000 was allocated to the
assets acquired and liabilities assumed at their fair values. As a result, the Company did not
record goodwill.
Competition
The Company generally competes with other REITs, commercial developers, real estate limited
partnerships and other investors, including but not limited to, insurance companies, pension funds
and financial institutions, in the acquisition, leasing, financing, development and disposition of
investments in net-leased retail properties. Approximately 50 other publicly traded REITs own,
manage or develop retail properties.
Employees
As of December 31, 2001, the Company employed 35 full-time persons including executive,
administrative and field personnel. Reference is made to “Item 10. Directors and Executive
Officers of the Registrant” for a listing of the Company’s Executive Officers.
Item 2. Properties
As of December 31, 2001, the Company owned 351 Properties located in 40 states, 89 percent of which
are leased to 94 major retail tenants. Reference is made to the Schedule of Real Estate and
Accumulated Depreciation and Amortization filed with this Report for a listing of the Properties and
their respective carrying costs.
Description of Properties
Land. The Company’s Property sites range from approximately 15,000 to 583,000
(average of 103,000) square feet depending upon building size and local demographic factors. Sites
purchased by the Company are in locations zoned for commercial use which have been reviewed for
traffic patterns and volume. Land costs range from approximately $73,000 to $8,882,000 (average of
$1,014,000).
Buildings. The buildings generally are rectangular, single-story structures
constructed from various combinations of stucco, steel, wood, brick and tile. Building sizes range
from approximately 1,000 to 83,000 (average of 19,000) square feet. Building costs range from
$45,000 to $7,082,000 (average of $1,411,000) for each Property, depending upon the size of the
building and the site and the area in which the Property is located. Generally, the Properties owned
by the Company are freestanding, with paved parking areas.
Leases. Although there are variations in the specific terms of the leases, the
following is a summarized description of the general structure of the Company’s leases.
Generally, the leases of the Properties owned by the Company provide for initial terms of 10 to 20
years. As of December 31, 2001, the weighted average remaining lease term was approximately 13
years. The Properties are generally leased under net leases pursuant to which the tenant typically
will bear responsibility for substantially all property costs and expenses associated with ongoing
maintenance and operation, including utilities, property taxes and insurance. In addition, the
majority of the Company’s leases provide that the tenant is responsible for roof and structural
repairs. The leases of the Properties provide for annual base rental payments (payable in monthly
installments) ranging from $21,000 to $1,248,000 (average of $252,000). Generally, the leases
provide for either percentage rent or contractual increases in annual rent. Leases which provide for
contractual increases in annual rent generally have increases which range from two to 12 percent
after every one to five years of the lease term. In addition, for those leases which provide for the
payment of percentage rent, such rent is generally one to eight percent of the tenants’ annual
gross sales, less the amount of annual base rent payable in that lease year. As of December 31,
2001, leases representing approximately 84 percent of annual base rent include contractual
increases, leases representing approximately 23 percent of annual base rent include percentage rent
provisions and leases representing approximately 15 percent of annual base rent include both
contractual and percentage rent provisions.
Generally, the leases of the Properties provide for two, three or four five-year renewal options
subject to the same terms and conditions as the initial lease. Some of the leases also provide that,
in the event the Company wishes to sell the Property subject to that lease, the Company first must
offer the lessee the right to purchase the Property on the same terms and conditions, and for the
same price, as any offer which the Company has received for the sale of the Property.
During 2001, one of the Company’s lessees, Eckerd Corporation (a retail drugstore chain that is
a wholly-owned subsidiary of J.C. Penny Company, Inc.) accounted for more than 10 percent of the
Company’s total rental income (including the Company’s share of rental income from the
Partnership Properties). As of December 31, 2001, Eckerd Corporation leased 49 properties (including
three properties under leases with the Partnership), representing 8.6 percent of the Company’s
total assets. For information regarding the results of operations and financial condition of this
entity, refer to the Annual Report on Form 10-K of the J.C. Penney Company, Inc., Note 18 (Segment
Reporting) of the Notes to the Financial Statements, as filed with the Securities and Exchange
Commission for the year ended January 30, 2001.
The Company generally competes with other REITs, commercial developers, real estate limited
partnerships and other investors, including but not limited to, insurance companies, pension funds
and financial institutions in the acquisition, leasing, financing, development and disposition of
investments in net-leased retail properties.
Investments in real property create a potential for environmental liability on the part of the owner
of such property from the presence or discharge of hazardous substances on the property. It is the
Company’s policy, as a part of its acquisition due diligence process, to obtain a Phase I
environmental site assessment for each property and where warranted, a Phase II environmental site
assessment. Phase I assessments involve site reconnaissance and review of regulatory files
identifying potential areas of concern, whereas Phase II assessments involve some degree of soil
and/or groundwater testing. The Company may acquire a property whose environmental site assessment
indicates that a problem or potential problem exists, subject to a determination of the level of
risk and potential cost of remediation. In such cases, the Company requires the seller and/or tenant
to (i) remediate the problem prior to the Company’s acquiring the property, (ii) indemnify the
Company for environmental liabilities or (iii) agree to other arrangements deemed appropriate by the
Company to address environmental conditions at the property. The Company has 12 properties currently
under some level of environmental remediation. The seller or the tenant is contractually responsible
for the cost of the environmental remediation for each of these properties.
The Company’s principal executive offices are located at 450 South Orange Avenue, Suite 900,
Orlando, Florida 32801. The Company’s telephone number is (407) 265-7348.
Item 3. Legal Proceedings
The Company is a defendant in a lawsuit filed on December 10, 1998 in the United States District
Court for the District of Puerto Rico. The plaintiff, Ysiem Corporation, is alleging that the
Company is in breach of a ground lease agreement with the plaintiff regarding a land parcel owned by
the plaintiff and is seeking damages of $7,500,000 and/or specific performance of the execution of
the ground lease. On January 4, 2002, the Magistrate Judge in this action submitted a Report and
Recommendation to the Federal Court Judge which recommended that the Company’s motion for
summary judgment of dismissal of the action be granted. The Company believes, in the unlikely event
that (i) the Federal Court Judge in this action overrules the Magistrate Judge’s Report and
Recommendation and (ii) the Company is subsequently held liable, the resulting judgment would not
materially affect the Company’s operations or financial condition.
Beginning July 9, 2001, following the public announcement of the Company’s proposed merger with
Captec, various Captec stockholders filed three lawsuits against Captec and its directors in the
Chancery Court of the State of Delaware for New Castle County and an additional lawsuit in the
United Stated District Court for the Eastern District of Michigan (the “Michigan Lawsuit”)
alleging breaches of fiduciary duty in connection with the merger and in connection with the sale of
certain assets of Captec to CRC Asset Acquisition LLC, a Michigan limited liability company
controlled by a Captec officer. The Michigan Lawsuit also named the Company, but the Company has
since been dismissed as a party to that lawsuit. On October 11, 2001, the Chancery Court of the
State of Delaware for New Castle County issued an order consolidating the three Delaware Lawsuits
into one action, IN RE CAPTC NET LEASE REALTY, INC. SHAREHOLDERS LITIGATION, CONSOLIDATED C.A. No.
19008-NC (the “Consolidated Action”). The plaintiffs are seeking a declaration that the
action is properly maintainable as a class action, equitable relief that would enjoin the proposed
merger and unspecified damages. The plaintiffs also sought a preliminary injunction barring the
Company’s proposed acquisition of Captec. Captec and the other defendants have entered into a
Memorandum of Understanding with the plaintiffs (“MOU”), pursuant to which the parties
agreed in principle to settle the Consolidated Action. Under the MOU, Captec agreed to provide to
its shareholders additional disclosures concerning the proposed merger with the Company and agreed,
if the settlement is approved ultimately by the court, to pay plaintiffs’ attorneys’ fees
in an amount to be determined by the court but not to exceed $350,000, which had been properly
accrued by Captec. The parties agreed in the MOU to withdraw their preliminary injunction request,
to negotiate and execute a Stipulation of Settlement, and to submit the Stipulation of Settlement to
the court for approval. If a Stipulation of Settlement is not executed by the parties or if the
Stipulation of Settlements not approved by the court, the Consolidated Action could continue and
could result in damage awards against Captec and/or its directors, damages for which the Company, as
successor in interest to Captec, could be responsible. At this stage of the anticipated settlement
of the Consolidated Action, management is not in a position to assess the likelihood that the
settlement will not be consummated in substantial conformance with the MOU.
On January 24, 2002, Phillip Goldstein and Judy Kauffman Goldstein, beneficial owners of shares of
Captec stock held of record by Cede & Co. who alleged that they did not vote for the merger (and
who alleged that they caused a written demand for appraisal of their Captec shares to be served on
Captec), filed in the Chancery Court of the State of Delaware in and for New Castle County a
Petition for Appraisal of Stock, PHILLIP GOLDSTEIN, JUDY KAUFFMAN GOLDSTEIN and CEDE & CO. v.
COMMERCIAL NET LEASE REALTY, INC., C.A. No. 19368NC (“Appraisal Action”). The Appraisal
Action alleges that 1,072,146 shares of Captec dissented from the merger and seeks to require the
Company to pay to all Captec shareholders who have demanded appraisal of their shares the fair value
of those shares, with interest from the date of the merger. The Appraisal Action also seeks to
require the Company to pay all costs of the proceeding, including fees and expenses for
plaintiff’s attorneys and experts. At this early stage in the Appraisal Action, management is
not in a position to assess the likelihood, or amount, of any potential award to the dissenting
shareholders.
On January 4, 2002, Calapasas Investment Partnership No. 1 Limited Partnership, a Captec
shareholder, filed a class action complaint against Captec, certain former Captec directors, and the
Company (as successor in interest to Captec) in the United States District Court for the Northern
District of California, CALAPASAS INVESTMENT PARTNERSHIP NO. 1 LIMITED PARTNERSHIP v. CAPTEC NET
LEASE REALTY, INC, a Delaware Corporation; COMMERCIAL NET LEASE REALTY, INC. (as successor in
interest to CAPTEC); PATRICK L. BEACH; W. ROSS MARTIN; H. REID SHERARD; RICHARD J. PETERS; LEE C.
HOWLEY; and WILLIAM H. KRUL III, Case No. C 02 00071 PJH. In its complaint Calapasas alleged that
Captec and certain of its directors violated provisions of the Securities and Exchange Act of 1934
by misrepresenting the value of certain Captec assets on certain of its financial statements in 2000
and 2001 (the “Calapasas Action”). The Calapasas Action asserts that it is brought on
behalf of a class consisting of all persons and entities (except insiders) who purchased Captec
common stock between August 9, 2000 and prior to July 2, 2001. The Calapasas Action seeks to be
certified as a class action and seeks compensatory and punitive damages for the plaintiff and other
members of the class, as well as costs and expenses, including fees for plaintiff’s attorneys,
accountants and experts. The Calapasas Action could result in damage awards against Captec and/or
its directors, damages for which the Company, as successor in interest to Captec, could be
responsible. At this early stage in the Calapasas Action, management is not in a position to assess
the likelihood, or amount, of any potential damage award to the plaintiff class.
In the ordinary course of its business, the Company is a party to various other legal actions which
management believes are routine in nature and incidental to the operation of the business of the
Company. Management believes that the outcome of the proceedings will not have a material adverse
effect upon its operation or financial condition.
Item 4. Submission of Matters to a Vote of Security Holders
None.
PART II
Item 5.
Market for Registrant's Common Equity and Related Stockholder Matters
Information
responsive to this Item is contained in the section captioned “Share Price and Dividend
Data” on page 60 of the Registrant’s Annual Report to Shareholders for the year ended
December 31, 2001; the information in such section is filed as an exhibit to this report and the
cited portion of which is incorporated herein by reference.
Item 6. Selected Financial Data
Information responsive to this Item is contained in the section captioned “Historical Financial
Highlights” on page 4 of the Registrant’s Annual Report to Shareholders for the year
ended December 31, 2001; the information in such section is filed as an exhibit to this report and
the cited portion of which is incorporated herein by reference.
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Information responsive to this Item is contained in the section
captioned “Management’s Discussion and Analysis of Financial Condition and Results of
Operations” on pages 15 through 27 of the Registrant’s Annual Report to Shareholders for
the year ended December 31, 2001; the information in such section is filed as an exhibit to this
report and the cited portion of which is incorporated herein by reference.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Information responsive to this Item is contained in the section captioned “Management’s
Discussion and Analysis of Financial Condition and Results of Operations”, subsection
“Quantitative and Qualitative Disclosures About Market Risk”, on pages 26 and 27 of the
Registrant’s Annual Report to Shareholders for the year ended December 31, 2001; the
information in such section is filed as an exhibit to this report and the cited portion of which is
incorporated herein by reference.
Item 8. Financial Statements and Supplementary Data
Certain
information responsive to this Item is contained in the section captioned “Consolidated
Quarterly Financial Data” on page 59 of the Registrant’s Annual Report to Shareholders for
the year ended December 31, 2001; the information in such section is filed as an exhibit to this
report and the cited portion of which is incorporated herein by reference. The financial statements
of the Registrant, together with the report thereon of KPMG LLP, appearing in the Annual Report to
Shareholders for the year ended December 31, 2001, are incorporated herein by reference.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
None.
PART III
Item 10.
Directors and Executive Officers of the Registrant
Reference is made to the
Registrant’s definitive proxy statement to be filed with the Commission pursuant to Regulation
14(a); information responsive to this Item is contained in the sections thereof captioned
“Proposal I: Election of Directors - Nominees” and “Proposal I: Election of Directors
- - Executive Officers” and “Security Ownership,” and the information in such sections
is incorporated herein by reference.
Item 11. Executive Compensation
Reference
is made to the Registrant’s definitive proxy statement to be filed with the Commission pursuant
to Regulation 14(a); information responsive to this Item is contained in the section thereof
captioned “Proposal I: Election of Directors - Compensation of Directors” and
“Executive Compensation – Annual Compensation,” and the information in such sections
is incorporated herein by reference.
Item 12. Security Ownership of Certain Beneficial Owners and
Management
Reference is made to the Registrant’s definitive proxy statement to be
filed with the Commission pursuant to Regulation 14(a); information responsive to this Item is
contained in the section thereof captioned “Security Ownership,” and the information in
such section is incorporated herein by reference.
Item 13 Certain Relationships and Related Transactions
Reference is made to the Registrant’s definitive proxy statement to be filed with the
Commission pursuant to Regulation 14(a); information responsive to this Item is contained in the
section thereof captioned “Certain Transactions,” and the information in such section is
incorporated herein by reference.
PART IV
| Item 14. | Exhibits, Financial Statement Schedules and Reports on Form 8-K | ||||
| (a) | The following documents are filed as part of this report. | ||||
| (1) | Financial Statements | ||||
| Independent Auditors' Report | |||||
| Consolidated Balance Sheets as of December 31, 2001 and 2000 | |||||
| Consolidated Statements of Earnings for the years ended December 31, 2001, 2000 and 1999 | |||||
| Consolidated Statements of Stockholders' Equity for the years ended December 31, 2001, 2000 and 1999 | |||||
| Consolidated Statements of Cash Flows for the years ended December 31, 2001, 2000 and 1999 | |||||
| Notes to Consolidated Financial Statements | |||||
| (2) | Financial Statement Schedules | ||||
| Report of Independent Auditors' on Supplementary Information | |||||
| Schedule III - Real Estate and Accumulated Depreciation and Amortization and Notes as of December 31, 2001 | |||||
| Schedule IV - Mortgage Loans on Real Estate and Notes as of December 31, 2001 | |||||
| All other schedules are omitted because they are not applicable or because the required information is shown in the financial statements or the notes thereto. | |||||
| (3) | Exhibits | ||||
| 3. | Articles of Incorporation and By-laws | ||||
| 3.1 | Articles of Incorporation of the Registrant (filed as Exhibit 3.3(i) to the Registrant's Registration Statement No. 1-11290 on Form 8-B, and incorporated herein by reference). | ||||
| 3.2 | Bylaws of the Registrant, (filed as Exhibit 3(ii) to Amendment No. 2 to the Registrant's Registration No. 33-83110 on Form S-3, and incorporated herein by reference). | ||||
| 3.3 | Articles of Amendment to the Articles of Incorporation of the Registrant (filed as Exhibit 3.3 to the Registrant’s Form 10-Q for the quarter ended June 30, 1996, and incorporated herein by reference). | ||||
| 3.4 | Articles of Amendment to the Articles of Incorporation of the Registrant (filed as Exhibit 3.4 to the Registrant’s Current Report on Form 8-K dated February 18, 1998, and filed with the Securities and Exchange Commission on February 19, 1998, and incorporated herein by reference). | ||||
| 3.5 | First Amended and Restated Articles of Incorporation of the Registrant (filed as Exhibit 3.1 to the Registrant's Registration Statement No. 333-64511 on Form S-3, and incorporated herein by reference). | ||||
| 3.6 | Articles of Amendment to the First Amended and Restated Articles of Incorporation of the Registrant (filed herewith). | ||||
| 4. | Instruments defining the rights of security holders, including indentures | ||||
| 4.1 | Specimen Certificate of Common Stock, par value $0.01 per share, of the Registrant (filed as Exhibit 3.4 to the Registrant’s Registration Statement No. 1-11290 on Form 8-B and incorporated herein by reference). | ||||
| 4.2 | Form of Indenture dated March 25, 1998, by and among Registrant and First Union National Bank, Trustee, relating to $100,000,00 of 7.125% Notes due 2008 (filed as Exhibit 4.1 to the Registrant’s Current Report on Form 8-K dated March 20, 1998, and incorporated herein by reference.). | ||||
| 4.3 | Form of Supplement Indenture No. 1 dated March 25, 1998, by and among Registrant and First Union National Bank, Trustee, relating to $100,000,000 of 7.125% Notes due 2008 (filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K dated March 20, 1998, and incorporated herein by reference.) | ||||
| 4.4 | Form of 7.125% Note due 2008 (filed as Exhibit 4.3 to the Registrant’s Current Report on Form 8-K dated March 20, 1998, and incorporated herein by reference.) | ||||
| 4.5 | Form of Supplemental Indenture No. 2 dated June 21, 1999, by and among Registrant and First Union National Bank, Trustee, relating to $100,000,000 of 8.125% Notes due 2004 (filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K dated June 17, 1999, and incorporated herein by reference). | ||||
| 4.6 | Form of 8.125% Notes due 2004 (filed as Exhibit 4.3 to the Registrant’s Current Report on Form 8-K dated June 17, 1999, and incorporated herein by reference). | ||||
| 4.7 | Form of Supplemental Indenture No. 3 dated September 20, 2000, by and among Registrant and First Union National Bank, Trustee, relating to $20,000,000 of 8.5% Notes due 2010 (filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K dated September 20, 2000, and incorporated herein by reference). | ||||
| 4.8 | Form of 8.5% Notes due 2010 (filed as Exhibit 4.3 to the Registrant’s Current Report on Form 8-K dated September 20, 2000, and incorporated herein by reference). | ||||
| 10. | Material Contracts | ||||
| 10.1 | Letter Agreement dated July 10, 1992, amending Stock Purchase Agreement dated January 23, 1992 (filed as Exhibit 10.34 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 1992, and incorporated herein by reference). | ||||
| 10.2 | Advisory Agreement between Registrant and CNL Realty Advisors, Inc. effective as of April 1, 1993 and renewed January 1, 1997 (filed as Exhibit 10.04 to Amendment No. 1 to the Registrant's Registration Statement No. 33-61214 on Form S-2, and incorporated herein by reference). | ||||
| 10.3 | 1992 Commercial Net Lease Realty, Inc. Stock Option Plan (filed as Exhibit No. 10(x) to the Registrant's Registration Statement No. 33-83110 on Form S-3, and incorporated herein by reference). | ||||
| 10.4 | Secured Promissory Note, dated December 14, 1995, among Registrant and Principal Mutual Life Insurance Company relating to a $13,150,000 loan (filed as Exhibit 10.15 to the Registrant’s Current Report on Form 8-K dated January 18, 1996, and incorporated herein by reference). | ||||
| 10.5 | Mortgage and Security Agreement, dated December 14, 1995, among Registrant and Principal Mutual Life Insurance Company relating to a $13,150,000 loan (filed as Exhibit 10.16 to the Registrant’s Current Report on Form 8-K dated January 18, 1996, and incorporated herein by reference) | ||||
| 10.6 | Loan Agreement, dated January 19, 1996, among Registrant and Principal Mutual Life Insurance Company relating to a $39,450,000 loan (filed as Exhibit 10.12 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 1995, and incorporated herein by reference). | ||||
| 10.7 | Secured Promissory Note, dated January 19, 1996, among Registrant and Principal Mutual Life Insurance Company relating to a $39,450,000 loan (filed as Exhibit 10.13 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 1995, and incorporated herein by reference). | ||||
| 10.8 | Agreement and Plan of Merger dated May 15, 1997, by and among Commercial Net Lease Realty, Inc. and Net Lease Realty II, Inc. and CNL Realty Advisors, Inc. and the Stockholders of CNL Realty Advisors, Inc. (filed as Exhibit 10.1 to the Registrant's Current Report on Form 8-K dated May 16, 1997, and incorporated herein by reference). | ||||
| 10.9 | Fourth Amended and Restated Line of Credit and Security Agreement, dated August 6, 1997, by and among Registrant, certain lenders and First Union National Bank, as the Agent, relating to a $200,000,000 loan (filed as Exhibit 10 to the Registrant’s Current Report on Form 8-K dated September 12, 1997, and incorporated herein by reference). | ||||
| 10.10 | Fifth Amended and Restated Line of Credit and Security Agreement, dated September 23, 1999, by and among Registrant, certain lenders and First Union National Bank, as the Agent, relating to a $200,000,000 loan (filed as Exhibit 10.13 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 1999 and incorporated herein by reference). | ||||
| 10.11 | Sixth Amended and Restated Line of Credit and Security Agreement, dated October 26, 2000, by and among Registrant, certain lenders and First Union National Bank, as the Agent, relating to a $200,000,000 loan (filed as Exhibit 10.11 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2000 and incorporated herein by reference). | ||||
| 10.12 | 2000 Performande Incentive Plan (filed as Exhibit 99 to the Registrant’s Registration Statement No. 333-64794 on Form S-8 and incorporated herein by reference). | ||||
| 10.13 | Third Renewal Promissory Note dated as of April 1, 2001, by Commercial Net Lease Realty Services, Inc. in favor of Registrant relating to an $85,000,000 line of credit (filed herewith). | ||||
| 10.14 | Third Modification of Amended and Reatated Secured Revolving Line of Credit and Security Agreement and Other Loan Documents effective as of April 1, 2001, by and between Registrant as lender and Commercial Net Lease Realty Services, Inc. as borrower, relating to an $85,000,000 line of credit (filed herewith). | ||||
| 10.15 | Fourth Modification of Amended and Restated Secured Revolving Line of Credit and Security Agreement and Other Loan Documents effective as of July 1, 2001, by and between Registrant as lender and Commercial Net Lease Realty Services, Inc. as borrower, relating to an $85,000,000 line of credit (filed herewith). | ||||
| 10.16 | Agreement and Plan of Merger, dated as of July 1, 2001, among Commercial Net Lease Realty, Inc. and Captec Net Lease Realty, Inc. (filed as Exhibit 99.1 to the Registrant's Current Report on Form 8-K dated July 3, 2001, and incorporated herein by reference). | ||||
| 12. | Statement of Computation of Ratios of Earnings to Fixed Charges (filed herewith). | ||||
| 13. | Annual Report to Shareholders for the year ended December 31, 2001 (filed herewith). | ||||
| 23. | Consent of Independent Accountants dated March 26, 2002. (filed herewith). | ||||
| (b) | The Registrant filed one report on Form 8-K on December 3, 2001 for the purpose of disclosing the Company's acquisition of Captec Net Lease Realty, Inc.; one report on Form 8-K on November 28, 2001 for the purpose of incorporating certain items by reference into the Registrant's Registration Statement No. 333-53796 on Form S-3 and one report on Form 8-K on July 3, 2001 for the purpose of disclosing the Company's entry into a merger agreement with Captec Net Lease Realty, Inc. | ||||
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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, on the 27th of March, 2002.
COMMERCIAL NET LEASE REALTY, INC.By: /s/James M. Seneff, Jr.
James M. Seneff, Jr.
Chairman of the Board of Directors
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
| Signature | Title | Date |
| /s/ James M. Seneff, Jr. James M. Seneff, Jr. |
Chairman of the Board of Directors and Chief Executive Officer (Principal Executive Officer) |
March 27, 2002 |
| /s/ Robert A. Bourne Robert A. Bourne |
Vice Chairman of the Board of Directors | March 27, 2002 |
| /s/ Edward Clark Edward Clark |
Director | March 27, 2002 |
| /s/ Clifford R. Hinkle Clifford R. Hinkle |
Director | March 27, 2002 |
| /s/ Richard B. Jennings Richard B. Jennings |
Director | March 27, 2002 |
| /s/ Ted B. Lanier Ted B. Lanier |
Director | March 27, 2002 |
| /s/ Gary M. Ralston Gary M. Ralston |
Director and President | March 27, 2002 |
| /s/ Kevin B. Habicht Kevin B. Habicht |
Director, Chief Financial Officer (Principal Financial and Accounting Officer), Executive Vice President, Secretary and Treasurer |
March 27, 2002 |
| Report of Independent Auditors' on Supplementary Information |
|
The Board of Directors Commercial Net Lease Realty, Inc.: |
| Under date of January 11, 2002, except as to
Note 19 to the consolidated financial statement, which is as of January 24, 2002, we reported on the
consolidated balance sheets of Commercial Net Lease Realty, Inc. as of December 31, 2001 and 2000,
and the related consolidated statements of earnings, stockholders’ equity and cash flows for
each of the years in the three-year period ended December 31, 2001. These consolidated financial
statements and our report thereon are both included in Item 14(a)1 of Form 10-K and incorporated by
reference in the annual report on Form 10-K for the year 2001. In connection with our audits of the
aforementioned consolidated financial statements, we also audited the related consolidated financial
statement schedules as of December 31, 2001. These consolidated financial statement schedules are
the responsibility of the Company’s management. Our responsibility is to express an opinion on
these consolidated financial statement schedules based on our audits. In our opinion, such consolidated financial statement schedules, when considered in relation to the basic consolidated financial statements taken as a whole, present fairly, in all material respects, the information set forth therein.  Orlando, Florida January 11, 2002 |
COMMERCIAL NET LEASE REALTY, INC. AND SUBSIDIARIES
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION AND AMORTIZATION
December 31, 2001
Initial cost to company
-------------------------------
Building,
improvements
and
Encumbrances leasehold
(m) Land interests
- ---------------------------------- ------------ ------------ ------------
Real estate the company
has invested in under
operating leases:
Academy:
Houston, TX $ - $ 1,074,232 $ -
Houston, TX - 699,165 -
N. Richland Hills, TX - 1,307,655 -
Houston, TX - 3,086,610 -
Houston, TX - 795,005 -
Baton Rouge, LA - 1,547,501 -
Houston, TX - 2,310,845 1,627,872
Pasadena, TX - 899,768 2,180,574
Beaumont, TX - 1,423,700 2,449,261
Adjacent Excess Space:
Memphis, TN - 549,309 539,643
Albertsons:
Watsonville, CA - 805,056 -
Lodi, CA - 613,710 -
Sonora, CA - 587,782 -
Applebee's:
Ballwin, MO - 1,496,173 1,403,581
Arby's:
Colorado Springs, CO - 205,957 533,540
Thomson, GA - 267,842 503,550
Whitmore Lake, MI - 170,515 468,916
Albuquerque, NM - 442,991 507,790
Albuquerque, NM - 250,881 513,970
Santa Fe, NM - 450,358 341,960
Washington Courthouse, OH - 156,875 545,841
Babies "R" Us:
Arlington, TX - 830,689 2,611,867
Independence, MO - 1,678,794 2,301,909
Barnes & Noble:
Brandon, FL 1,302,214 (l) 1,476,407 1,527,150
Denver, CO - 3,244,785 2,722,087
Houston, TX - 3,307,562 2,396,024
Plantation, FL - 3,616,357 -
Freehold, NJ - 2,917,219 2,260,663
Dayton, OH - 1,412,614 3,223,467
Redding, CA - 497,179 1,625,702
Marlton, NJ - 2,831,370 4,318,554
Bed, Bath & Beyond:
Richmond, VA - 1,184,144 3,154,970
Los Angeles, CA - 6,318,023 3,089,396
Glendale, AZ - 1,082,092 -
Bennigan's:
Aurora, CO - 1,064,850 1,260,409
Milford, CT - 921,200 697,298
Altamonte Springs, FL - 1,088,282 924,425
Gainesville, FL - 751,687 848,816
Jacksonville, FL - 1,359,559 1,026,095
Schaumburg, IL - 2,064,964 1,311,190
Flint, MI - 496,299 895,296
Raleigh, NC - 793,017 876,727
Tulsa, OK - 1,013,184 1,290,590
Wichita Falls, TX - 818,611 1,107,418
Best Buy:
Brandon, FL - 2,985,156 2,772,137
Evanston, IL - 1,850,996 -
Cuyahoga Falls, OH - 3,708,980 2,359,377
Rockville, MD - 6,233,342 3,418,783
Fairfax, VA - 3,052,477 3,218,018
St. Petersburg, FL - 4,031,744 2,959,316
North Fayette, PA - 2,330,847 2,292,932
Denver, CO - 8,881,890 4,372,684
Blockbuster:
Conyers, GA - 320,029 556,282
Mobile, AL - 491,453 498,488
Mobile, AL - 843,121 562,498
Gainesville, GA - 294,882 611,570
Glasgow, KY - 302,859 560,904
Alice, TX - 318,285 578,268
Kingsville, TX - 498,849 457,695
BMW:
Duluth, GA - 4,433,613 4,080,186
Borders Books & Music:
Wilmington, DE 3,942,500 (l) 3,030,769 6,061,538
Richmond, VA 2,071,302 (l) 2,177,310 2,599,587
Ft. Lauderdale, FL - 3,164,984 3,934,577
Bangor, ME - 1,546,915 2,486,761
Altamonte Springs, FL - 1,947,198 -
Boston Market:
Geneva, IL - 1,125,347 1,036,952
Orland Park, IL - 562,384 556,201
Wheaton, IL - 1,115,457 1,014,184
Burton, MI - 619,778 707,242
Novi, MI - 835,669 651,108
North Olmsted, OH - 601,800 460,521
Warren, OH - 562,446 467,592
Dunmore, PA - 773,882 496,976
Boxley Enterprises:
Orlando, FL - 220,632 258,483
Buffalo Wild Wings:
Michigan City, IN - 162,538 492,007
Burger King:
Colonial Heights, VA - 662,345 609,787
Charles Town, WV - 580,288 640,282
Carino's:
Beaumont, TX - 439,076 1,363,447
Lewisville, TX - 1,369,836 1,018,659
Lubbock, TX - 1,007,432 1,205,512
Champps:
Alpharetta, GA - 3,032,965 1,641,820
Irving, TX - 1,760,020 1,724,220
Checkers:
Orlando, FL - 256,568 -
Claim Jumper:
Tempe, AZ - 2,530,892 2,920,575
Roseville, CA - 1,556,732 2,013,650
Computer City:
Baton Rouge, LA - 609,069 913,603
Miami, FL 1,985,869 (l) 2,713,192 1,866,676
Damon's:
Chandler, AZ - 654,765 765,164
Dave & Buster's:
Utica, MI - 3,776,169 -
Denny's:
Tucson, AZ - 827,002 305,209
Hammond, LA - 247,600 813,514
Columbus, TX - 428,429 816,644
Henderson, TX - 453,329 463,648
Red Oak, TX - 73,290 520,950
Tyler, TX - 464,490 457,479
Dick's Clothing:
Taylor, MI - 1,920,032 3,526,868
White Marsh, MD - 2,680,532 3,916,889
Donato's:
Medina, OH - 405,113 463,582
Eckerd:
San Antonio, TX 531,152 (l) 440,985 -
Dallas, TX 511,734 (l) 541,493 -
Arlington, TX 435,791 (l) 368,964 -
Millville, NJ 540,512 (l) 417,603 -
Atlanta, GA 483,032 (l) 445,593 -
Mantua, NJ 561,921 (l) 344,022 -
Amarillo, TX 500,009 (l) 329,231 -
Amarillo, TX 649,844 (l) 650,864 -
Glassboro, NJ 616,478 (l) 534,243 -
Kissimmee, FL 718,166 (l) 715,480 -
Tampa, FL - 604,682 -
Douglasville, GA - 413,439 995,209
Lafayette, LA - 967,528 -
Moore, OK - 414,738 -
Midwest City, OK - 673,369 1,103,351
Irving, TX - 1,000,222 -
Jasper, FL - 291,147 -
Williston, FL - 622,403 -
Pantego, TX - 1,016,062 1,448,911
Conyers, GA - 574,666 998,900
Norman, OK - 1,065,562 -
Chattanooga, TN - 474,267 -
Stone Mountain, GA - 638,643 1,111,064
Arlington, TX - 2,078,542 -
Leavenworth, KS - 726,438 -
Augusta, GA - 568,606 1,326,748
Riverdale, GA - 1,088,896 1,707,448
Warner Robins, GA - 707,488 -
Lewisville, TX - 789,237 -
Forest Hill, TX - 692,165 -
Del City, OK - 1,387,362 -
Arlington, TX - 414,568 -
Garland, TX - 522,461 -
Garland, TX - 1,476,838 -
Oklahoma City, OK - 1,581,480 -
Vineland, NJ 585,099 (l) 2,068,089 -
Richardson, TX - 2,553,094 -
Gladstone, MO 299,398 1,851,374 -
Falls Church, VA - 3,125,610 -
Fazoli's Restaurant:
Bay City, MI - 647,055 633,899
Food 4 Less:
Lemon Grove, CA - 3,695,816 -
Chula Vista, CA - 3,568,862 -
Gateway:
Glendale, AZ - 341,713 982,429
Golden Corral:
Gilmer, TX - 116,815 296,454
Leitchfield, KY - 73,660 306,642
Marietta, GA (e) - 156,190 346,509
Atlanta, TX - 88,457 368,317
Vernon, TX - 105,798 328,943
Abbeville, LA - 98,577 362,416
Pleasanton, TX - 139,694 316,070
Lake Placid, FL - 115,113 305,074
Franklin, LA (e) - 105,840 396,831
Tampa, FL - 1,187,614 1,339,000
Brandon, FL - 1,329,793 1,390,502
Dallas, TX - 1,138,129 1,024,747
Good Guys, The:
Foothill Ranch, CA - 1,456,113 2,505,022
Riverside, CA - 1,718,892 2,755,059
Clackamas, OR - 1,639,995 1,446,764
Bellingham, WA - 1,732,378 1,764,549
Federal Way, WA - 2,037,392 1,661,577
East Palo Alto, CA - 2,271,634 3,404,843
Heilig-Meyers:
Baltimore, MD - 469,782 813,074
Glen Burnie, MD - 631,712 931,931
Nacogdoches, TX - 397,074 1,257,402
Hollywood Video:
Cincinnati, OH - 282,200 520,623
Clifton, CO - 245,462 732,477
Homelife:
Clearwater, FL - 1,184,438 2,526,207
Orlando, FL 1,303,044 (l) 820,397 2,184,721
Pensacola, FL 1,405,758 633,125 1,595,405
Raleigh, NC 1,859,454 1,848,026 1,753,635
Tampa, FL 1,790,309 1,454,908 2,045,833
Hooters:
Tampa, FL - 783,923 504,768
International House
of Pancakes:
Stafford, TX 413,626 (l) 382,084 -
Sunset Hills, MO 437,163 (l) 271,853 -
Las Vegas, NV 491,508 (l) 519,947 -
Ft. Worth, TX 457,256 (l) 430,896 -
Arlington, TX 439,091 (l) 404,512 -
Matthews, NC 449,093 (l) 380,043 -
Phoenix, AZ 452,115 (l) 483,374 -
Midwest City, OK - 407,268 -
Jared Jewelers:
Richmond, VA - 955,134 1,336,152
Jo-Ann etc:
Corpus Christi, TX - 818,448 896,395
Just for Feet:
Albuquerque, NM - 1,441,777 2,335,475
Kash N' Karry:
Palm Harbor, FL - 335,851 -
Gainesville, FL - 317,386 -
Brandon, FL - 322,476 -
Sarasota, FL - 470,600 -
Keg Steakhouse:
Gresham, OR - 817,311 108,294
Bellingham, WA - 397,443 455,605
Lynnwood, WA - 1,255,513 649,236
Tacoma, WA - 526,792 794,722
KFC:
Marysville, WA - 646,779 545,592
Erie, PA - 516,508 496,092
Kona Steakhouse:
Round Rock, TX - 714,863 836,483
Kroger:
Columbus, OH - 780,838 520,559
Michaels:
Grapevine, TX - 1,017,934 2,066,715
Mountain Jack's:
Southfield, MI - 366,448 643,759
Centerville, OH - 850,625 1,059,430
Office Depot:
Arlington, TX 870,450 (l) 596,024 1,411,432
Richmond, VA - 888,772 1,948,036
OfficeMax:
Corpus Christi, TX - 893,270 978,344
Dallas, TX 1,226,414 (l) 1,118,500 1,709,891
Cincinnati, OH 918,399 (l) 543,489 1,574,551
Evanston, IL 1,572,025 (l) 1,867,831 1,757,618
Altamonte Springs, FL - 1,689,793 3,050,160
Cutler Ridge, FL - 989,370 1,479,119
Sacramento, CA - 1,144,167 2,961,206
Salinas, CA - 1,353,217 1,829,325
Redding, CA - 667,174 2,181,563
Kelso, WA - 868,003 -
Lynchburg, VA - 561,509 -
Leesburg, FL - 640,019 -
Plymouth Meeting, PA - 2,911,111 -
Tigard, OR - 1,539,873 2,247,321
Dover, NJ - 1,138,296 3,238,083
Griffin, GA - 685,470 -
Oshman's Sporting Goods:
Dallas, TX - 1,311,440 -
Party City:
Memphis, TN - 266,383 -
Perfect Teeth:
Rio Rancho, NM - 255,781 507,855
Petco:
Grand Forks, ND - 306,629 909,671
PETsMART:
Chicago, IL - 2,724,138 3,565,721
Pier 1 Imports:
Anchorage, AK - 928,321 1,662,584
Memphis, TN - 713,319 821,770
Sanford, FL - 738,051 803,082
Knoxville, TN - 467,169 734,833
Mason, OH - 593,571 885,047
Harlingen, TX - 316,640 756,406
Valdosta, GA - 390,838 805,912
Pizza Hut:
Monroeville, AL - 547,300 44,237
Popeye's:
Snellville, GA - 642,169 436,512
Rally's:
Toledo, OH - 125,882 319,770
Red Robin:
Highlands Ranch, CO - 1,339,532 2,273,361
Columbus, OH - 1,032,008 1,107,250
Issaquah, WA - 1,530,700 1,939,837
Riser Foods:
Maple Heights, OH - 1,034,758 2,874,414
Rite Aid:
Mobile, AL - 1,136,618 1,694,187
Orange Beach, AL - 1,409,980 1,996,043
Roadhouse Grill:
Cheektowaga, NY - 689,040 386,251
Robb & Stucky:
Ft. Myers, FL - 2,188,440 6,225,401
Roger & Marv's:
Kenosha, WI - 1,917,607 3,431,363
Ross Dress For Less:
Coral Gables, FL - 1,782,346 1,661,174
Schlotzsky's Deli:
Phoenix, AZ - 706,306 315,469
Phoenix, AZ - 593,718 282,777
Scottsdale, AZ - 717,138 310,610
7-Eleven:
Land 'O Lakes, FL - 1,076,572 -
Tampa Palms, FL - 1,080,670 -
Shop & Save:
Homestead, PA - 1,139,419 -
Penn Hills, PA - 1,043,297 1,243,131
Silk City:
Arlington, TX - 752,840 3,980,309
Skipper's Fish &Chips:
Salem, OR - 555,951 735,651
Spokane, WA - 470,840 530,289
Sportmart:
Chicago, IL - 2,761,710 3,757,120
Sports Authority:
Tampa, FL - 2,127,503 1,521,730
Memphis, TN - 820,340 -
Little Rock, AR - 2,879,781 2,660,206
Staples:
Orlando, FL - 523,307 1,007,726
Steak & Ale:
Jacksonville, FL - 986,565 855,523
Indianapolis, IN - 639,584 1,015,173
Indianapolis, IN - 398,841 1,011,771
Oklahoma City, OK - 463,814 927,781
Richmond, VA - 712,840 995,148
Friendswood, TX - 463,947 1,011,053
Garland, TX - 366,044 932,988
Stop & Go:
Grand Prairie, TX - 421,254 684,568
Kennedale, TX - 399,988 692,190
SuperValu:
Huntington, WV - 1,254,238 760,602
Warwick, RI - 1,699,330 -
Taco Bell:
Ocala, FL - 275,023 754,990
Ormond Beach, FL - 632,337 525,616
Brooklyn Park, MN - 283,782 418,740
Chanhassen, MN - 291,317 648,900
Saint Cloud, MN - 279,243 301,790
West Saint Paul, MN - 476,860 1,292,650
Target:
Chico, CA - 1,269,272 -
Victorville, CA - 1,908,815 -
San Diego, CA - 2,672,390 -
Texas Roadhouse:
Grand Junction, CO - 584,237 920,143
Thornton, CO - 598,556 1,019,164
TGI Friday's:
Corpus Christi, TX - 1,209,702 1,532,125
Tony Roma's:
Montgomery, AL - 1,418,158 1,140,080
Fort Myers, FL - 1,031,217 1,179,350
Top's:
Lacey, WA - 2,777,449 7,082,150
United Trust Bank:
Bridgeview, IL - 673,238 744,154
Vacant Land:
Little Rock, AR - 539,094 -
Vacant Property:
Garland, TX 411,776 (l) 239,014 626,170
Orlando, FL - 1,157,268 2,077,131
Orlando, FL - 521,489 1,004,226
Fairfax, VA - 2,156,801 3,119,408
Altamonte Springs, FL - 2,906,409 4,877,225
Ft. Myers, FL - 1,956,579 4,045,196
Bowie, MD - 1,965,508 4,221,074
White Marsh, MD - 3,762,030 -
Rincon, GA - 244,607 1,166,045
Bourbonnais, IL - 298,192 1,329,492
Mount Vernon, IL - 227,161 1,088,189
Muskogee, OK - 241,858 1,165,932
Stillwater, OK - 253,603 1,086,792
Everett, PA - 226,366 1,159,833
Lebanon, PA - 211,611 1,122,630
Clovis, NM - 230,270 1,117,126
Middletown, OH - 240,849 1,095,714
Conway, SC - 247,173 1,140,660
Copperas Cove, TX - 445,558 943,339
Augusta, GA - 176,656 674,253
Mesa, AZ - 195,652 512,566
Riverdale, GA - 255,286 344,714
Swansea, IL - 183,366 529,761
Eden Prairie, MN - 259,665 722,153
Florissant, MO - 325,472 580,155
Greenville, NC - 244,905 314,186
Wilmington, NC - 218,126 327,329
Wilmington, NC - 86,540 113,460
Kearney, NE - 250,454 613,182
Vons:
Moreno Valley, CA - 759,052 1,652,162
Wal-Mart:
Sealy, TX - 1,344,244 1,483,362
Aransas Pass, TX - 190,505 2,640,175
Winfield, AL - 419,811 1,684,505
Corpus Christi, TX - 223,998 2,158,955
Beeville, TX - 507,231 2,315,424
Corpus Christi, TX - 630,043 3,131,407
Waremart:
Eureka, CA - 3,135,036 5,470,607
Wendy's Old Fashioned
Hamburger:
Fenton, MO - 307,068 496,410
Sacramento, CA - 585,872 -
New Kensington, PA - 501,136 333,445
Whataburger:
Albuquerque, NM - 624,318 418,975
Wherehouse Music:
Homewood, AL - 1,031,974 696,950
Leasehold Interests: - 3,380,756 -
------------ ------------ ------------
$ 30,232,502 $350,742,943 $352,416,770
============ ============ ============
Real estate the company has
invested in under direct
financing leases:
Academy:
Houston, TX $ - $ - $ 1,924,740
Houston, TX - - 1,867,519
N. Richland Hills, TX - - 2,253,408
Houston, TX - - 2,112,335
Houston, TX - - 1,910,697
Baton Rouge, LA - - 2,405,466
Barnes & Noble:
Plantation, FL - - 3,498,559
Best Buy:
Evanston, IL - - 3,400,057
Borders Books & Music:
Altamonte Springs, FL - - 3,267,579
Checkers:
Orlando, FL - - 286,910
Dave & Buster's:
Utica, MI - - 4,888,743
Eckerd:
San Antonio, TX - - 783,974
Dallas, TX - - 638,684
Arlington, TX - - 636,070
Millville, NJ - - 828,942
Atlanta, GA - - 668,390
Mantua, NJ - - 951,795
Vineland, NJ - - -
Amarillo, TX - - 849,071
Amarillo, TX - - 869,846
Amarillo, TX 424,692 (l) 158,851 855,348
Glassboro, NJ - - 887,497
Kissimmee, FL - - 933,852
Alice, TX 430,932 (l) 189,187 804,963
Tampa, FL - - 1,090,532
Lafayette, LA - - 949,128
Moore, OK - - 879,296
East Point, GA - 336,610 1,173,529
Irving, TX - - 1,228,436
Ft. Worth, TX - 399,592 2,529,969
Williston, FL - - 355,757
Jasper, FL - - 347,474
Oklahoma City, OK - (n) 1,365,125
Oklahoma City, OK - (n) 1,419,093
Norman, OK - - 1,225,477
Chattanooga, TN - - 1,344,240
Del City, OK - - -
Arlington, TX - - -
Kennett Square, PA - (n) -
Food 4 Less:
Lemon Grove, CA - - 4,068,179
Chula Vista, CA - - 4,266,181
Food Lion:
Keystone Heights, FL 838,855 (l) 88,604 1,845,988
Chattanooga, TN 883,503 (l) 336,488 1,701,072
Lynchburg, VA - 128,216 1,674,167
Martinsburg, WV 863,844 (l) 448,648 1,543,573
Good Guys, The:
Stockton, CA 1,541,685 (l) 580,609 2,974,868
Portland, OR - 817,574 2,630,652
Heilig-Meyers:
York, PA - 279,312 1,109,609
Marlow Heights, MD - 415,926 1,397,178
International House
of Pancakes:
Stafford, TX - - 571,832
Sunset Hills, MO - - 736,345
Las Vegas, NV - - 613,582
Ft. Worth, TX - - 623,641
Arlington, TX - - 608,132
Matthews, NC - - 655,668
Phoenix, AZ - - 559,307
Jared Jewelers:
Aurora, IL - (n) 1,928,871
Glendale, AZ - (n) 1,599,105
Oviedo, FL 694,415 (n) 1,500,145
Phoenix, AZ 619,259 (n) 1,241,825
Toledo, OH - (n) 1,457,625
Lewisville, TX 481,010 (n) 1,502,903
Kash N' Karry:
Brandon, FL - 1,234,519 3,255,257
Levitz:
Tempe, AZ - 634,444 2,225,991
Oshman's Sporting Goods:
Dallas, TX - - 2,658,976
Shop & Save:
Homestead, PA - - 2,578,098
SuperValu:
Warwick, RI - - 2,978,154
------------ ------------ ------------
$ 6,778,195 $ 6,048,580 $101,939,424
============ ============ ============
Costs capitalized
subsequent to Gross amount at which
acquisition carried at close of period (b)
---------------------------- ---------------------------------------------
Building,
improvements
and
Carrying leasehold
Improvements costs Land interests Total
- -------------------------------- ------------ ------------ ------------ ------------ ------------
Real estate the company
has invested in under
operating leases:
Academy:
Houston, TX $ - $ - $ 1,074,232 $ (c) $ 1,074,232
Houston, TX - - 699,165 (c) 699,165
N. Richland Hills, TX - - 1,307,655 (c) 1,307,655
Houston, TX - - 2,098,895 (c) 2,098,895
Houston, TX - - 795,005 (c) 795,005
Baton Rouge, LA - - 1,547,501 (c) 1,547,501
Houston, TX - - 2,310,845 1,627,872 3,938,717
Pasadena, TX - - 899,768 2,180,574 3,080,342
Beaumont, TX - - 1,423,700 2,449,261 3,872,961
Adjacent Excess Space:
Memphis, TN - - 549,309 539,643 1,088,952
Albertsons:
Watsonville, CA - - 805,056 - 805,056
Lodi, CA - - 613,710 - 613,710
Sonora, CA - - 587,782 - 587,782
Applebee's:
Ballwin, MO - - 1,496,173 1,403,581 2,899,754
Arby's:
Colorado Springs, CO - - 205,957 533,540 739,497
Thomson, GA - - 267,842 503,550 771,392
Whitmore Lake, MI - - 170,515 468,916 639,431
Albuquerque, NM - - 442,991 507,790 950,781
Albuquerque, NM - - 250,881 513,970 764,851
Santa Fe, NM - - 450,358 341,960 792,318
Washington Courthouse, OH - - 156,875 545,841 702,716
Babies "R" Us:
Arlington, TX - - 830,689 2,611,867 3,442,556
Independence, MO - - 1,678,794 2,301,909 3,980,703
Barnes & Noble:
Brandon, FL - - 1,476,407 1,527,150 3,003,557
Denver, CO - - 3,244,785 2,722,087 5,966,872
Houston, TX - - 3,307,562 2,396,024 5,703,586
Plantation, FL - - 3,616,357 (c) 3,616,357
Freehold, NJ - - 2,917,219 2,260,663 5,177,882
Dayton, OH - - 1,412,614 3,223,467 4,636,081
Redding, CA - - 497,179 1,625,702 2,122,881
Marlton, NJ - - 2,831,370 4,318,554 7,149,924
Bed, Bath & Beyond:
Richmond, VA - - 1,184,144 3,154,970 4,339,114
Los Angeles, CA - - 6,318,023 3,089,396 9,407,419
Glendale, AZ 2,758,452 - 1,082,092 2,758,452 3,840,544
Bennigan's:
Aurora, CO - - 1,064,850 1,260,409 2,325,259
Milford, CT - - 921,200 697,298 1,618,498
Altamonte Springs, FL - - 1,088,282 924,425 2,012,707
Gainesville, FL - - 751,687 848,816 1,600,503
Jacksonville, FL - - 1,359,559 1,026,095 2,385,654
Schaumburg, IL - - 2,064,964 1,311,190 3,376,154
Flint, MI - - 496,299 895,296 1,391,595
Raleigh, NC - - 793,017 876,727 1,669,744
Tulsa, OK - - 1,013,184 1,290,590 2,303,774
Wichita Falls, TX - - 818,611 1,107,418 1,926,029
Best Buy:
Brandon, FL - - 2,985,156 2,772,137 5,757,293
Evanston, IL - - 1,850,996 (c) 1,850,996
Cuyahoga Falls, OH - - 3,708,980 2,359,377 6,068,357
Rockville, MD - - 6,233,342 3,418,783 9,652,125
Fairfax, VA - - 3,052,477 3,218,018 6,270,495
St. Petersburg, FL - - 4,031,744 2,959,316 6,991,060
North Fayette, PA - - 2,330,847 2,292,932 4,623,779
Denver, CO - - 8,881,890 4,372,684 13,254,574
Blockbuster:
Conyers, GA - - 320,029 556,282 876,311
Mobile, AL - - 491,453 498,488 989,941
Mobile, AL - - 843,121 562,498 1,405,619
Gainesville, GA - - 294,882 611,570 906,452
Glasgow, KY - - 302,859 560,904 863,763
Alice, TX - - 318,285 578,268 896,553
Kingsville, TX - - 498,849 457,695 956,544
BMW:
Duluth, GA - - 4,433,613 4,080,186 8,513,799
Borders Books & Music:
Wilmington, DE - - 2,994,400 6,061,538 9,055,938
Richmond, VA - - 2,177,310 2,599,587 4,776,897
Ft. Lauderdale, FL - - 3,164,984 3,934,577 7,099,561
Bangor, ME - - 1,546,915 2,486,761 4,033,676
Altamonte Springs, FL - - 1,947,198 (c) 1,947,198
Boston Market:
Geneva, IL - - 1,125,347 1,036,952 2,162,299
Orland Park, IL - - 562,384 556,201 1,118,585
Wheaton, IL - - 1,115,457 1,014,184 2,129,641
Burton, MI - - 619,778 707,242 1,327,020
Novi, MI - - 835,669 651,108 1,486,777
North Olmsted, OH - - 601,800 460,521 1,062,321
Warren, OH - - 562,446 467,592 1,030,038
Dunmore, PA - - 773,882 496,976 1,270,858
Boxley Enterprises:
Orlando, FL - - 220,632 258,483 479,115
Buffalo Wild Wings:
Michigan City, IN - - 162,538 492,007 654,545
Burger King:
Colonial Heights, VA - - 662,345 609,787 1,272,132
Charles Town, WV - - 580,288 640,282 1,220,570
Carino's:
Beaumont, TX - - 439,076 1,363,447 1,802,523
Lewisville, TX - - 1,369,836 1,018,659 2,388,495
Lubbock, TX - - 1,007,432 1,205,512 2,212,944
Champps:
Alpharetta, GA - - 3,032,965 1,641,820 4,674,785
Irving, TX - - 1,760,020 1,724,220 3,484,240
Checkers:
Orlando, FL - - 256,568 (c) 256,568
Claim Jumper:
Tempe, AZ - - 2,530,892 2,920,575 5,451,467
Roseville, CA - - 1,556,732 2,013,650 3,570,382
Computer City:
Baton Rouge, LA - - 609,069 913,603 1,522,672
Miami, FL - - 2,713,192 1,866,676 4,579,868
Damon's:
Chandler, AZ - - 654,765 765,164 1,419,929
Dave & Buster's:
Utica, MI - - 3,776,169 (c) 3,776,169
Denny's:
Tucson, AZ - - 827,002 305,209 1,132,211
Hammond, LA - - 247,600 813,514 1,061,114
Columbus, TX - - 428,429 816,644 1,245,073
Henderson, TX - - 453,329 463,648 916,977
Red Oak, TX - - 73,290 520,950 594,240
Tyler, TX - - 464,490 457,479 921,969
Dick's Clothing:
Taylor, MI - - 1,920,032 3,526,868 5,446,900
White Marsh, MD - - 2,680,532 3,916,889 6,597,421
Donato's:
Medina, OH - - 405,113 463,582 868,695
Eckerd:
San Antonio, TX - - 440,985 (c) 440,985
Dallas, TX - - 541,493 (c) 541,493
Arlington, TX - - 368,964 (c) 368,964
Millville, NJ - - 417,603 (c) 417,603
Atlanta, GA - - 445,593 (c) 445,593
Mantua, NJ - - 344,022 (c) 344,022
Amarillo, TX - - 329,231 (c) 329,231
Amarillo, TX - - 650,864 (c) 650,864
Glassboro, NJ - - 534,243 (c) 534,243
Kissimmee, FL - - 715,480 (c) 715,480
Tampa, FL - - 604,682 (c) 604,682
Douglasville, GA - - 413,439 995,209 1,408,648
Lafayette, LA - - 967,528 (c) 967,528
Moore, OK - - 414,738 (c) 414,738
Midwest City, OK - - 673,369 1,103,351 1,776,720
Irving, TX - - 1,000,222 (c) 1,000,222
Jasper, FL - - 291,147 (c) 291,147
Williston, FL - - 622,403 (c) 622,403
Pantego, TX - - 1,016,062 1,448,911 2,464,973
Conyers, GA - - 574,666 998,900 1,573,566
Norman, OK - - 1,065,562 (c) 1,065,562
Chattanooga, TN - - 457,659 (c) 457,659
Stone Mountain, GA - - 638,643 1,111,064 1,749,707
Arlington, TX 1,396,508 - 2,078,542 1,396,508 3,475,050
Leavenworth, KS 1,330,830 - 726,438 1,330,830 2,057,268
Augusta, GA - - 568,606 1,326,748 1,895,354
Riverdale, GA - - 1,088,896 1,707,448 2,796,344
Warner Robins, GA 1,227,330 - 707,488 1,227,330 1,934,818
Lewisville, TX 1,335,426 - 789,237 1,335,426 2,124,663
Forest Hill, TX 1,174,549 - 692,165 1,174,549 1,866,714
Del City, OK - - 1,387,362 (c) 1,387,362
Arlington, TX - - 414,568 (c) 414,568
Garland, TX 1,418,531 - 522,461 1,418,531 1,940,992
Garland, TX 1,400,278 - 1,476,838 1,400,278 2,877,116
Oklahoma City, OK 1,471,105 - 1,581,480 1,471,105 3,052,585
Vineland, NJ - - 2,068,089 (c) 2,068,089
Richardson, TX 213,000 - 2,553,094 (g) 2,553,094
Gladstone, MO 1,739,568 - 1,851,374 1,739,568 3,590,942
Falls Church, VA 2,360,700 - 3,125,610 (g) 3,125,610
Fazoli's Restaurant:
Bay City, MI - - 647,055 633,899 1,280,954
Food 4 Less:
Lemon Grove, CA - - 3,695,816 (c) 3,695,816
Chula Vista, CA - - 3,568,862 (c) 3,568,862
Gateway:
Glendale, AZ - - 341,713 982,429 1,324,142
Golden Corral:
Gilmer, TX - - 116,815 296,454 413,269
Leitchfield, KY - - 73,660 306,642 380,302
Marietta, GA (e) - - 156,190 346,509 502,699
Atlanta, TX - - 88,457 368,317 456,774
Vernon, TX - - 105,798 328,943 434,741
Abbeville, LA - - 98,577 362,416 460,993
Pleasanton, TX - - 139,694 316,070 455,764
Lake Placid, FL - - 115,113 305,074 420,187
Franklin, LA (e) - - 105,840 396,831 502,671
Tampa, FL - - 1,187,614 1,339,000 2,526,614
Brandon, FL - - 1,329,793 1,390,502 2,720,295
Dallas, TX - - 1,138,129 1,024,747 2,162,876
Good Guys, The:
Foothill Ranch, CA - - 1,456,113 2,505,022 3,961,135
Riverside, CA - - 1,718,892 2,755,059 4,473,951
Clackamas, OR - - 1,639,995 1,446,764 3,086,759
Bellingham, WA - - 1,732,378 1,764,549 3,496,927
Federal Way, WA - - 2,037,392 1,661,577 3,698,969
East Palo Alto, CA - - 2,271,634 3,404,843 5,676,477
Heilig-Meyers:
Baltimore, MD - - 469,782 813,074 1,282,856
Glen Burnie, MD - - 631,712 931,931 1,563,643
Nacogdoches, TX - - 397,074 1,257,402 1,654,476
Hollywood Video:
Cincinnati, OH - - 282,200 520,623 802,823
Clifton, CO - - 245,462 732,477 977,939
Homelife:
Clearwater, FL 10,555 - 1,184,438 2,536,762 3,721,200
Orlando, FL - - 820,397 2,184,721 3,005,118
Pensacola, FL - - 633,125 1,595,405 2,228,530
Raleigh, NC - - 1,848,026 1,753,635 3,601,661
Tampa, FL - - 1,454,908 2,045,833 3,500,741
Hooters:
Tampa, FL - - 783,923 504,768 1,288,691
International House
of Pancakes:
Stafford, TX - - 331,756 (c) 331,756
Sunset Hills, MO - - 271,853 (c) 271,853
Las Vegas, NV - - 519,947 (c) 519,947
Ft. Worth, TX - - 430,896 (c) 430,896
Arlington, TX - - 404,512 (c) 404,512
Matthews, NC - - 380,043 (c) 380,043
Phoenix, AZ - - 483,374 (c) 483,374
Midwest City, OK - - 407,268 - 407,268
Jared Jewelers:
Richmond, VA - - 955,134 1,336,152 2,291,286
Jo-Ann etc:
Corpus Christi, TX 12,222 - 818,448 908,617 1,727,065
Just for Feet:
Albuquerque, NM - - 1,441,777 2,335,475 3,777,252
Kash N' Karry:
Palm Harbor, FL - - 335,851 - 335,851
Gainesville, FL - - 317,386 - 317,386
Brandon, FL - - 322,476 - 322,476
Sarasota, FL - - 470,600 - 470,600
Keg Steakhouse:
Gresham, OR - - 817,311 108,294 925,605
Bellingham, WA - - 397,443 455,605 853,048
Lynnwood, WA - - 1,255,513 649,236 1,904,749
Tacoma, WA - - 526,792 794,722 1,321,514
KFC:
Marysville, WA - - 646,779 545,592 1,192,371
Erie, PA - - 516,508 496,092 1,012,600
Kona Steakhouse:
Round Rock, TX - - 714,863 836,483 1,551,346
Kroger:
Columbus, OH - - 780,838 520,559 1,301,397
Michaels:
Grapevine, TX - - 1,017,934 2,066,715 3,084,649
Mountain Jack's:
Southfield, MI - - 366,448 643,759 1,010,207
Centerville, OH - - 850,625 1,059,430 1,910,055
Office Depot:
Arlington, TX - - 596,024 1,411,432 2,007,456
Richmond, VA - - 888,772 1,948,036 2,836,808
OfficeMax:
Corpus Christi, TX 76,664 - 893,270 1,055,008 1,948,278
Dallas, TX - - 1,118,500 1,709,891 2,828,391
Cincinnati, OH - - 543,489 1,574,551 2,118,040
Evanston, IL - - 1,867,831 1,757,618 3,625,449
Altamonte Springs, FL - - 1,689,793 3,050,160 4,739,953
Cutler Ridge, FL - - 989,370 1,479,119 2,468,489
Sacramento, CA - - 1,144,167 2,961,206 4,105,373
Salinas, CA - - 1,353,217 1,829,325 3,182,542
Redding, CA - - 667,174 2,181,563 2,848,737
Kelso, WA 1,805,539 - 868,003 1,805,539 2,673,542
Lynchburg, VA 1,851,326 - 561,509 1,851,326 2,412,835
Leesburg, FL 1,929,028 - 640,019 1,929,028 2,569,047
Plymouth Meeting, PA 2,250,620 - 2,911,111 2,250,620 5,161,731
Tigard, OR - - 1,539,873 2,247,321 3,787,194
Dover, NJ - - 1,138,296 3,238,083 4,376,379
Griffin, GA 1,801,905 - 685,470 1,801,905 2,487,375
Oshman's Sporting Goods:
Dallas, TX - - 1,311,440 (c) 1,311,440
Party City:
Memphis, TN 1,136,334 - 266,383 1,136,334 1,402,717
Perfect Teeth:
Rio Rancho, NM - - 255,781 507,855 763,636
Petco:
Grand Forks, ND - - 306,629 909,671 1,216,300
PETsMART:
Chicago, IL - - 2,724,138 3,565,721 6,289,859
Pier 1 Imports:
Anchorage, AK - - 928,321 1,662,584 2,590,905
Memphis, TN - - 713,319 821,770 1,535,089
Sanford, FL - - 738,051 803,082 1,541,133
Knoxville, TN - - 467,169 734,833 1,202,002
Mason, OH - - 593,571 885,047 1,478,618
Harlingen, TX - - 316,640 756,406 1,073,046
Valdosta, GA - - 390,838 805,912 1,196,750
Pizza Hut:
Monroeville, AL - - 547,300 44,237 591,537
Popeye's:
Snellville, GA - - 642,169 436,512 1,078,681
Rally's:
Toledo, OH - - 125,882 319,770 445,652
Red Robin:
Highlands Ranch, CO - - 1,339,532 2,273,361 3,612,893
Columbus, OH - - 1,032,008 1,107,250 2,139,258
Issaquah, WA - - 1,530,700 1,939,837 3,470,537
Riser Foods:
Maple Heights, OH - - 1,034,758 2,874,414 3,909,172
Rite Aid:
Mobile, AL - - 1,136,618 1,694,187 2,830,805
Orange Beach, AL - - 1,409,980 1,996,043 3,406,023
Roadhouse Grill:
Cheektowaga, NY - - 689,040 386,251 1,075,291
Robb & Stucky:
Ft. Myers, FL - - 2,188,440 6,225,401 8,413,841
Roger & Marv's:
Kenosha, WI - - 1,917,607 3,431,363 5,348,970
Ross Dress For Less:
Coral Gables, FL - - 1,782,346 1,661,174 3,443,520
Schlotzsky's Deli:
Phoenix, AZ - - 706,306 315,469 1,021,775
Phoenix, AZ - - 593,718 282,777 876,495
Scottsdale, AZ - - 717,138 310,610 1,027,748
7-Eleven:
Land 'O Lakes, FL 816,944 - 1,076,572 816,944 1,893,516
Tampa Palms, FL 917,432 - 1,080,670 917,432 1,998,102
Shop & Save:
Homestead, PA - - 1,139,419 (c) 1,139,419
Penn Hills, PA - - 1,043,297 1,243,131 2,286,428
Silk City:
Arlington, TX - - 752,840 3,980,309 4,733,149
Skipper's Fish & Chips:
Salem, OR - - 555,951 735,651 1,291,602
Spokane, WA - - 470,840 530,289 1,001,129
Sportmart:
Chicago, IL - - 2,761,710 3,757,120 6,518,830
Sports Authority:
Tampa, FL - - 2,127,503 1,521,730 3,649,233
Memphis, TN 2,573,264 - 820,340 2,573,264 3,393,604
Little Rock, AR - - 2,879,781 2,660,206 5,539,987
Staples:
Orlando, FL - - 523,307 1,007,726 1,531,033
Steak & Ale:
Jacksonville, FL - - 986,565 855,523 1,842,088
Indianapolis, IN - - 639,584 1,015,173 1,654,757
Indianapolis, IN - - 398,841 1,011,771 1,410,612
Oklahoma City, OK - - 463,814 927,781 1,391,595
Richmond, VA - - 712,840 995,148 1,707,988
Friendswood, TX - - 463,947 1,011,053 1,475,000
Garland, TX - - 366,044 932,988 1,299,032
Stop & Go:
Grand Prairie, TX - - 421,254 684,568 1,105,822
Kennedale, TX - - 399,988 692,190 1,092,178
SuperValu:
Huntington, WV - - 1,254,238 760,602 2,014,840
Warwick, RI - - 1,699,330 (c) 1,699,330
Taco Bell:
Ocala, FL - - 275,023 754,990 1,030,013
Ormond Beach, FL - - 632,337 525,616 1,157,953
Brooklyn Park, MN - - 283,782 418,740 702,522
Chanhassen, MN - - 291,317 648,900 940,217
Saint Cloud, MN - - 279,243 301,790 581,033
West Saint Paul, MN - - 476,860 1,292,650 1,769,510
Target:
Chico, CA - - 1,269,272 - 1,269,272
Victorville, CA - - 1,908,815 - 1,908,815
San Diego, CA - - 2,672,390 - 2,672,390
Texas Roadhouse:
Grand Junction, CO - - 584,237 920,143 1,504,380
Thornton, CO - - 598,556 1,019,164 1,617,720
TGI Friday's:
Corpus Christi, TX - - 1,209,702 1,532,125 2,741,827
Tony Roma's:
Montgomery, AL - - 1,418,158 1,140,080 2,558,238
Fort Myers, FL - - 1,031,217 1,179,350 2,210,567
Top's:
Lacey, WA - - 2,777,449 7,082,150 9,859,599
United Trust Bank:
Bridgeview, IL - - 673,238 744,154 1,417,392
Vacant Land:
Little Rock, AR - - 539,094 - 539,094
Vacant Property:
Garland, TX - - 239,014 626,170 865,184
Orlando, FL - - 1,157,268 2,077,131 3,234,399
Orlando, FL - - 521,489 1,004,226 1,525,715
Fairfax, VA - - 2,156,801 3,119,408 5,276,209
Altamonte Springs, FL - - 2,906,409 4,877,225 7,783,634
Ft. Myers, FL - - 1,956,579 4,045,196 6,001,775
Bowie, MD - - 1,965,508 4,221,074 6,186,582
White Marsh, MD 3,006,391 - 3,762,030 3,006,391 6,768,421
Rincon, GA - - 244,607 1,166,045 1,410,652
Bourbonnais, IL - - 298,192 1,329,492 1,627,684
Mount Vernon, IL - - 227,161 1,088,189 1,315,350
Muskogee, OK - - 241,858 1,165,932 1,407,790
Stillwater, OK - - 253,603 1,086,792 1,340,395
Everett, PA - - 226,366 1,159,833 1,386,199
Lebanon, PA - - 211,611 1,122,630 1,334,241
Clovis, NM - - 230,270 1,117,126 1,347,396
Middletown, OH - - 240,849 1,095,714 1,336,563
Conway, SC - - 247,173 1,140,660 1,387,833
Copperas Cove, TX - - 445,558 943,339 1,388,897
Augusta, GA - - 176,656 674,253 850,909
Mesa, AZ - - 195,652 512,566 708,218
Riverdale, GA - - 255,286 344,714 600,000
Swansea, IL - - 183,366 529,761 713,127
Eden Prairie, MN - - 259,665 722,153 981,818
Florissant, MO - - 325,472 580,155 905,627
Greenville, NC - - 244,905 314,186 559,091
Wilmington, NC - - 218,126 327,329 545,455
Wilmington, NC - - 86,540 113,460 200,000
Kearney, NE - - 250,454 613,182 863,636
Vons:
Moreno Valley, CA - - 759,052 1,652,162 2,411,214
Wal-Mart:
Sealy, TX - - 1,344,244 1,483,362 2,827,606
Aransas Pass, TX - - 190,505 2,640,175 2,830,680
Winfield, AL - - 419,811 1,684,505 2,104,316
Corpus Christi, TX - - 223,998 2,158,955 2,382,953
Beeville, TX - - 507,231 2,315,424 2,822,655
Corpus Christi, TX - - 630,043 3,131,407 3,761,450
Waremart:
Eureka, CA - - 3,135,036 5,470,607 8,605,643
Wendy's Old Fashioned
Hamburger:
Fenton, MO - - 307,068 496,410 803,478
Sacramento, CA - - 585,872 - 585,872
New Kensington, PA - - 501,136 333,445 834,581
Whataburger:
Albuquerque, NM - - 624,318 418,975 1,043,293
Wherehouse Music:
Homewood, AL - - 1,031,974 696,950 1,728,924
Leasehold Interests: - - 3,380,756 - 3,380,756
------------ ------------ ------------ ------------ ------------
$ 36,014,502 $ - $349,651,924 $385,857,571 $735,509,495
============ ============ ============ ============ ============
Real estate the company has
invested in under direct
financing leases:
Academy:
Houston, TX $ - $ - $ - $ (c) $ (c)
Houston, TX - - - (c) (c)
N. Richland Hills, TX - - - (c) (c)
Houston, TX - - - (c) (c)
Houston, TX - - - (c) (c)
Baton Rouge, LA - - - (c) (c)
Barnes & Noble:
Plantation, FL - - - (c) (c)
Best Buy:
Evanston, IL - - - (c) (c)
Borders Books & Music:
Altamonte Springs, FL - - - (c) (c)
Checkers:
Orlando, FL - - - (c) (c)
Dave & Buster's:
Utica, MI - - - (c) (c)
Eckerd:
San Antonio, TX - - - (c) (c)
Dallas, TX - - - (c) (c)
Arlington, TX - - - (c) (c)
Millville, NJ - - - (c) (c)
Atlanta, GA - - - (c) (c)
Mantua, NJ - - - (c) (c)
Vineland, NJ 1,901,335 - - (c) (c)
Amarillo, TX - - - (c) (c)
Amarillo, TX - - - (c) (c)
Amarillo, TX - - (d) (d) (d)
Glassboro, NJ - - - (c) (c)
Kissimmee, FL - - - (c) (c)
Alice, TX - - (d) (d) (d)
Tampa, FL - - - (c) (c)
Lafayette, LA - - - (c) (c)
Moore, OK - - - (c) (c)
East Point, GA - - (d) (d) (d)
Irving, TX - - - (c) (c)
Ft. Worth, TX 78,461 - (d) (d) (d)
Williston, FL - - - (c) (c)
Jasper, FL - - - (c) (c)
Oklahoma City, OK - - (n) (c) (c)
Oklahoma City, OK - - (n) (c) (c)
Norman, OK - - - (c) (c)
Chattanooga, TN - - - (c) (c)
Del City, OK 1,376,025 - - (c) (c)
Arlington, TX 1,416,071 - - (c) (c)
Kennett Square, PA 1,984,435 - (n) (c) (c)
Food 4 Less:
Lemon Grove, CA - - - (c) (c)
Chula Vista, CA - - - (c) (c)
Food Lion:
Keystone Heights, FL - - (d) (d) (d)
Chattanooga, TN - - (d) (d) (d)
Lynchburg, VA - - (d) (d) (d)
Martinsburg, WV - - (d) (d) (d)
Good Guys, The:
Stockton, CA - - (d) (d) (d)
Portland, OR - - (d) (d) (d)
Heilig-Meyers:
York, PA - - (d) (d) (d)
Marlow Heights, MD - - (d) (d) (d)
International House
of Pancakes:
Stafford, TX - - - (c) (c)
Sunset Hills, MO - - - (c) (c)
Las Vegas, NV - - - (c) (c)
Ft. Worth, TX - - - (c) (c)
Arlington, TX - - - (c) (c)
Matthews, NC - - - (c) (c)
Phoenix, AZ - - - (c) (c)
Jared Jewelers:
Aurora, IL - - (n) (c) (c)
Glendale, AZ - - (n) (c) (c)
Oviedo, FL - - (n) (c) (c)
Phoenix, AZ - - (n) (c) (c)
Toledo, OH - - (n) (c) (c)
Lewisville, TX - - (n) (c) (c)
Kash N' Karry:
Brandon, FL - - (d) (d) (d)
Levitz:
Tempe, AZ - - (d) (d) (d)
Oshman's Sporting Goods:
Dallas, TX - - - (c) (c)
Shop & Save:
Homestead, PA - - - (c) (c)
SuperValu:
Warwick, RI - - - (c) (c)
------------ ------------ ------------ ------------ ------------
$ 6,756,327 $ - $ - $ - $ -
============ ============ ============ ============ ============
Life on which
depreciation
and
amortization
Accumulated in latest
depreciation Date income
and of con- Date statement is
amortization struction acquired computed
- ---------------------------------- ------------ --------- --------- ------------
Real Estate the company
has invested in under
operating leases:
Academy:
Houston, TX $ (c) 1994 05/95 (c)
Houston, TX (c) 1995 06/95 (c)
N. Richland Hills, TX (c) 1996 08/95 (h) (c)
Houston, TX (c) 1996 02/96 (h) (c)
Houston, TX (c) 1996 06/96 (h) (c)
Baton Rouge, LA (c) 1997 08/96 (h) (c)
Houston, TX 113,612 1976 03/99 40 years
Pasadena, TX 152,186 1994 03/99 40 years
Beaumont, TX 170,938 1992 03/99 40 years
Adjacent Excess Space:
Memphis, TN 42,160 1998 11/98 40 years
Albertsons:
Watsonville, CA - (f) 03/99 (f)
Lodi, CA - (f) 03/99 (f)
Sonora, CA - (f) 03/99 (f)
Applebee's:
Ballwin, MO 1,462 1995 12/01 40 years
Arby's:
Colorado Springs, CO 556 1998 12/01 40 years
Thomson, GA 525 1997 12/01 40 years
Whitmore Lake, MI 488 1993 12/01 40 years
Albuquerque, NM 529 1993 12/01 40 years
Albuquerque, NM 535 1988 12/01 40 years
Santa Fe, NM 356 1998 12/01 40 years
Washington Courthouse, OH 569 1998 12/01 40 years
Babies "R" Us:
Arlington, TX 359,676 1996 06/96 40 years
Independence, MO 2,398 1996 12/01 40 years
Barnes & Noble:
Brandon, FL 266,414 1995 08/94 (h) 40 years
Denver, CO 493,490 1994 09/94 40 years
Houston, TX 374,387 1995 10/94 (h) 40 years
Plantation, FL (c) 1996 05/95 (h) (c)
Freehold, NJ 334,704 1995 01/96 40 years
Dayton, OH 372,713 1996 05/97 40 years
Redding, CA 184,585 1997 06/97 40 years
Marlton, NJ 337,387 1998 11/98 40 years
Bed, Bath & Beyond:
Richmond, VA 279,346 1997 06/98 40 years
Los Angeles, CA 241,359 1975 11/98 40 years
Glendale, AZ 169,530 1999 12/98 (i) 40 years
Bennigan's:
Aurora, CO 1,313 1996 12/01 40 years
Milford, CT 726 1988 12/01 40 years
Altamonte Springs, FL 963 1988 12/01 40 years
Gainesville, FL 884 1993 12/01 40 years
Jacksonville, FL 1,069 1993 12/01 40 years
Schaumburg, IL 1,366 1988 12/01 40 years
Flint, MI 933 1993 12/01 40 years
Raleigh, NC 913 1993 12/01 40 years
Tulsa, OK 1,344 1993 12/01 40 years
Wichita Falls, TX 1,154 1993 12/01 40 years
Best Buy:
Brandon, FL 337,854 1996 02/97 40 years
Evanston, IL (c) 1994 02/97 (c)
Cuyahoga Falls, OH 267,888 1970 06/97 40 years
Rockville, MD 381,052 1995 07/97 40 years
Fairfax, VA 351,971 1995 08/97 40 years
St. Petersburg, FL 317,510 1997 09/97 40 years
North Fayette, PA 203,020 1997 06/98 40 years
Denver, CO 59,213 1991 06/01 40 years
Blockbuster:
Conyers, GA 63,161 1997 06/97 40 years
Mobile, AL 519 1997 12/01 40 years
Mobile, AL 586 1997 12/01 40 years
Gainesville, GA 637 1997 12/01 40 years
Glasgow, KY 584 1997 12/01 40 years
Alice, TX 602 1995 12/01 40 years
Kingsville, TX 477 1995 12/01 40 years
BMW:
Duluth, GA 4,250 1984 12/01 40 years
Borders Books & Music:
Wilmington, DE 1,064,843 1994 12/94 40 years
Richmond, VA 426,405 1995 06/95 40 years
Ft. Lauderdale, FL 574,358 1995 02/96 40 years
Bangor, ME 343,657 1996 06/96 40 years
Altamonte Springs, FL (c) 1997 09/97 (c)
Boston Market:
Geneva, IL 1,080 1996 12/01 40 years
Orland Park, IL 579 1995 12/01 40 years
Wheaton, IL 1,056 1995 12/01 40 years
Burton, MI 737 1997 12/01 40 years
Novi, MI 678 1995 12/01 40 years
North Olmsted, OH 480 1996 12/01 40 years
Warren, OH 487 1997 12/01 40 years
Dunmore, PA 518 1996 12/01 40 years
Boxley Enterprises:
Orlando, FL 103,983 1974 08/93 20.9 years
Buffalo Wild Wings:
Michigan City, IN 513 1996 12/01 40 years
Burger King:
Colonial Heights, VA 635 1997 12/01 40 years
Charles Town, WV 667 1985 12/01 40 years
Carino's:
Beaumont, TX 1,420 2000 12/01 40 years
Lewisville, TX 1,061 1994 12/01 40 years
Lubbock, TX 1,256 1995 12/01 40 years
Champps:
Alpharetta, GA 1,710 1999 12/01 40 years
Irving, TX 1,796 2000 12/01 40 years
Checkers:
Orlando, FL (c) 1988 07/92 (c)
Claim Jumper:
Tempe, AZ 3,042 2000 12/01 40 years
Roseville, CA 2,098 2001 12/01 40 years
Computer City:
Baton Rouge, LA 137,102 1995 12/95 40 years
Miami, FL 359,463 1994 04/94 40 years
Damon's:
Chandler, AZ 797 1997 12/01 40 years
Dave & Buster's:
Utica, MI (c) 1998 06/98 (c)
Denny's:
Tucson, AZ 318 1974 12/01 40 years
Hammond, LA 847 1997 12/01 40 years
Columbus, TX 851 1997 12/01 40 years
Henderson, TX 483 1995 12/01 40 years
Red Oak, TX 543 1986 12/01 40 years
Tyler, TX 477 1995 12/01 40 years
Dick's Clothing:
Taylor, MI 466,931 1996 08/96 40 years
White Marsh, MD 518,567 1996 08/96 40 years
Donato's:
Medina, OH 483 1996 12/01 40 years
Eckerd:
San Antonio, TX (c) 1993 12/93 (c)
Dallas, TX (c) 1994 01/94 (c)
Arlington, TX (c) 1994 02/94 (c)
Millville, NJ (c) 1994 03/94 (c)
Atlanta, GA (c) 1994 03/94 (c)
Mantua, NJ (c) 1994 06/94 (c)
Amarillo, TX (c) 1994 12/94 (c)
Amarillo, TX (c) 1994 12/94 (c)
Glassboro, NJ (c) 1994 12/94 (c)
Kissimmee, FL (c) 1995 04/95 (c)
Tampa, FL (c) 1995 12/95 (c)
Douglasville, GA 147,346 1996 01/96 40 years
Lafayette, LA (c) 1995 01/96 (c)
Moore, OK (c) 1995 01/96 (c)
Midwest City, OK 160,683 1996 03/96 40 years
Irving, TX (c) 1996 12/96 (c)
Jasper, FL (c) 1994 01/97 (c)
Williston, FL (c) 1995 01/97 (c)
Pantego, TX 164,512 1997 06/97 40 years
Conyers, GA 113,417 1997 06/97 40 years
Norman, OK (c) 1997 06/97 (c)
Chattanooga, TN (c) 1997 09/97 (c)
Stone Mountain, GA 119,208 1997 09/97 40 years
Arlington, TX 117,830 1998 11/97 (i) 40 years
Leavenworth, KS 117,834 1998 11/97 (i) 40 years
Augusta, GA 134,057 1997 12/97 40 years
Riverdale, GA 172,523 1997 12/97 40 years
Warner Robins, GA 90,771 1999 03/98 (i) 40 years
Lewisville, TX 109,894 1998 04/98 (i) 40 years
Forest Hill, TX 99,103 1998 04/98 (i) 40 years
Del City, OK (c) 1998 05/98 (c)
Arlington, TX (c) 1998 05/98 (c)
Garland, TX 107,867 1998 06/98 (i) 40 years
Garland, TX 109,397 1998 06/98 (i) 40 years
Oklahoma City, OK 108,800 1999 08/98 (i) 40 years
Vineland, NJ (c) 1999 09/98 (c)
Richardson, TX - (g) 06/99 (g)
Gladstone, MO 59,798 2000 12/99 (i) 40 years
Falls Church, VA - (g) 10/01 (g)
Fazoli's Restaurant:
Bay City, MI 660 1997 12/01 40 years
Food 4 Less:
Lemon Grove, CA (c) 1996 07/95 (h) (c)
Chula Vista, CA (c) 1995 11/98 (c)
Gateway:
Glendale, AZ 59,937 1999 12/98 (i) 40 years
Golden Corral:
Gilmer, TX 149,381 1984 12/84 35 years
Leitchfield, KY 154,505 1984 12/84 35 years
Marietta, GA 174,593 1984 12/84 35 years
Atlanta, TX 185,211 1985 01/85 35 years
Vernon, TX 162,122 1985 03/85 35 years
Abbeville, LA 178,619 1985 04/85 35 years
Pleasanton, TX 155,777 1985 05/85 35 years
Lake Placid, FL 150,358 1985 05/85 35 years
Franklin, LA 191,612 1985 07/85 35 years
Tampa, FL 1,395 1997 12/01 40 years
Brandon, FL 1,448 1998 12/01 40 years
Dallas, TX 1,067 1994 12/01 40 years
Good Guys, The:
Foothill Ranch, CA 313,465 1995 12/96 40 years
Riverside, CA 325,177 1995 05/97 40 years
Clackamas, OR 128,099 1995 06/98 40 years
Bellingham, WA 156,236 1994 06/98 40 years
Federal Way, WA 147,119 1994 06/98 40 years
East Palo Alto, CA 237,630 1999 12/98 (h) 40 years
Heilig-Meyers:
Baltimore, MD 63,521 1968 11/98 40 years
Glen Burnie, MD 72,760 1968 11/98 40 years
Nacogdoches, TX 98,235 1997 11/98 40 years
Hollywood Video:
Cincinnati, OH 542 1998 12/01 40 years
Clifton, CO 763 1998 12/01 40 years
Homelife:
Clearwater, FL 544,548 1992 05/93 40 years
Orlando, FL 469,491 1992 05/93 40 years
Pensacola, FL 219,811 1994 06/96 40 years
Raleigh, NC 241,612 1995 06/96 40 years
Tampa, FL 281,870 1992 06/96 40 years
Hooters:
Tampa, FL 526 1993 12/01 40 years
International House
of Pancakes:
Stafford, TX (c) 1992 10/93 (c)
Sunset Hills, MO (c) 1993 10/93 (c)
Las Vegas, NV (c) 1993 12/93 (c)
Ft. Worth, TX (c) 1993 12/93 (c)
Arlington, TX (c) 1993 12/93 (c)
Matthews, NC (c) 1993 12/93 (c)
Phoenix, AZ (c) 1993 12/93 (c)
Midwest City, OK - (k) 03/96 (k)
Jared Jewelers:
Richmond, VA 1,392 1998 12/01 40 years
Jo-Ann etc:
Corpus Christi, TX 183,918 1967 11/93 40 years
Just for Feet:
Albuquerque, NM 265,174 1997 06/97 40 years
Kash N' Karry:
Palm Harbor, FL - (f) 03/99 (f)
Gainesville, FL - (f) 03/99 (f)
Brandon, FL - (f) 03/99 (f)
Sarasota, FL - (f) 03/99 (f)
Keg Steakhouse:
Gresham, OR 113 1993 12/01 40 years
Bellingham, WA 475 1981 12/01 40 years
Lynnwood, WA 676 1992 12/01 40 years
Tacoma, WA 828 1981 12/01 40 years
KFC:
Marysville, WA 568 1996 12/01 40 years
Erie, PA 517 1996 12/01 40 years
Kona Steakhouse:
Round Rock, TX 871 1998 12/01 40 years
Kroger:
Columbus, OH 63,443 1982 02/97 40 years
Michaels:
Grapevine, TX 182,990 1998 06/98 40 years
Mountain Jack's:
Southfield, MI 671 1976 12/01 40 years
Centerville, OH 1,104 1986 12/01 40 years
Office Depot:
Arlington, TX 279,265 1991 01/94 40 years
Richmond, VA 272,175 1996 05/96 40 years
OfficeMax:
Corpus Christi, TX 213,825 1967 11/93 40 years
Dallas, TX 342,095 1993 12/93 40 years
Cincinnati, OH 294,554 1994 07/94 40 years
Evanston, IL 288,298 1995 06/95 40 years
Altamonte Springs, FL 448,251 1995 01/96 40 years
Cutler Ridge, FL 203,687 1995 06/96 40 years
Sacramento, CA 370,347 1996 12/96 40 years
Salinas, CA 222,949 1995 02/97 40 years
Redding, CA 247,698 1997 06/97 40 years
Kelso, WA 178,673 1998 09/97 (i) 40 years
Lynchburg, VA 152,349 1998 02/98 40 years
Leesburg, FL 146,687 1998 08/98 40 years
Plymouth Meeting, PA 152,386 1999 10/98 (i) 40 years
Tigard, OR 175,572 1995 11/98 40 years
Dover, NJ 252,975 1995 11/98 40 years
Griffin, GA 122,004 1999 11/98 (i) 40 years
Oshman's Sporting Goods:
Dallas, TX (c) 1994 03/94 (c)
Party City:
Memphis, TN 72,205 1999 12/98 40 years
Perfect Teeth:
Rio Rancho, NM 529 1997 12/01 40 years
Petco:
Grand Forks, ND 91,939 1996 12/97 40 years
PETsMART:
Chicago, IL 293,421 1998 09/98 40 years
Pier 1 Imports:
Anchorage, AK 242,699 1995 02/96 40 years
Memphis, TN 93,305 1997 09/96 (h) 40 years
Sanford, FL 76,126 1998 06/97 (h) 40 years
Knoxville, TN 54,347 1999 01/98 (h) 40 years
Mason, OH 56,237 1999 06/98 (h) 40 years
Harlingen, TX 41,760 1999 11/98 (h) 40 years
Valdosta, GA 42,814 1999 01/99 (h) 40 years
Pizza Hut:
Monroeville, AL 46 1996 12/01 40 years
Popeye's:
Snellville, GA 455 1995 12/01 40 years
Rally's:
Toledo, OH 78,355 1989 07/92 38.8 years
Red Robin:
Highlands Ranch, CO 2,368 1996 12/01 40 years
Columbus, OH 1,153 1998 12/01 40 years
Issaquah, WA 2,021 1995 12/01 40 years
Riser Foods:
Maple Heights, OH 350,319 1985 02/97 40 years
Rite Aid:
Mobile, AL 1,765 2000 12/01 40 years
Orange Beach, AL 2,079 2000 12/01 40 years
Roadhouse Grill:
Cheektowaga, NY 402 1994 12/01 40 years
Robb & Stucky:
Ft. Myers, FL 636,578 1997 12/97 40 years
Roger & Marv's:
Kenosha, WI 413,509 1992 02/97 40 years
Ross Dress For Less:
Coral Gables, FL 167,549 1994 06/96 40 years
Schlotzsky's Deli:
Phoenix, AZ 329 1995 12/01 40 years
Phoenix, AZ 295 1995 12/01 40 years
Scottsdale, AZ 324 1995 12/01 40 years
7-Eleven:
Land 'O Lakes, FL 60,420 1999 10/98 (i) 40 years
Tampa Palms, FL 64,029 1999 12/98 (i) 40 years
Shop & Save:
Homestead, PA (c) 1994 02/97 (c)
Penn Hills, PA 151,507 1991 02/97 40 years
Silk City:
Arlington, TX 378,870 1996 06/96 40 years
Skipper's Fish & Chips:
Salem, OR 766 1996 12/01 40 years
Spokane, WA 552 1996 12/01 40 years
Sportmart:
Chicago, IL 3,914 1920 12/01 40 years
Sports Authority:
Tampa, FL 209,555 1994 06/96 40 years
Memphis, TN 206,397 1998 12/97 (i) 40 years
Little Rock, AR 218,913 1998 09/98 40 years
Staples:
Orlando, FL 43,188 1995 06/95 40 years
Steak & Ale:
Jacksonville, FL 891 1996 12/01 40 years
Indianapolis, IN 1,057 1996 12/01 40 years
Indianapolis, IN 1,054 1996 12/01 40 years
Oklahoma City, OK 966 1996 12/01 40 years
Richmond, VA 1,037 1996 12/01 40 years
Friendswood, TX 1,053 1993 12/01 40 years
Garland, TX 972 1996 12/01 40 years
Stop & Go:
Grand Prairie, TX 713 1986 12/01 40 years
Kennedale, TX 721 1985 12/01 40 years
SuperValu:
Huntington, WV 92,698 1971 02/97 40 years
Warwick, RI (c) 1992 02/97 (c)
Taco Bell:
Ocala, FL 786 2001 12/01 40 years
Ormond Beach, FL 548 2001 12/01 40 years
Brooklyn Park, MN 436 1996 12/01 40 years
Chanhassen, MN 676 1997 12/01 40 years
Saint Cloud, MN 314 1999 12/01 40 years
West Saint Paul, MN 1,347 1999 12/01 40 years
Target:
Chico, CA - (f) 03/99 (f)
Victorville, CA - (f) 03/99 (f)
San Diego, CA - (f) 03/99 (f)
Texas Roadhouse:
Grand Junction, CO 958 1997 12/01 40 years
Thornton, CO 1,062 1998 12/01 40 years
TGI Friday's:
Corpus Christi, TX 1,596 1995 12/01 40 years
Tony Roma's:
Montgomery, AL 1,188 1999 12/01 40 years
Fort Myers, FL 1,229 1999 12/01 40 years
Top's:
Lacey, WA 863,137 1992 02/97 40 years
United Trust Bank:
Bridgeview, IL 775 1997 12/01 40 years
Vacant Land:
Little Rock, AR - - 09/98 -
Vacant Property:
Garland, TX 7,827 1994 02/94 40 years
Orlando, FL 338,809 1995 06/95 40 years
Orlando, FL 286,602 1995 06/95 40 years
Fairfax, VA 38,993 1995 12/95 40 years
Altamonte Springs, FL 523,286 1997 09/97 40 years
Ft. Myers, FL 408,733 1997 12/97 40 years
Bowie, MD 269,527 1997 12/97 38.5 years
White Marsh, MD 284,981 1998 03/98 (i) 40 years
Rincon, GA 13,014 1997 11/98 37.4 years
Bourbonnais, IL 14,838 1997 11/98 37.4 years
Mount Vernon, IL 14,509 1997 11/98 37.6 years
Muskogee, OK 15,546 1997 11/98 37.5 years
Stillwater, OK 14,491 1998 11/98 37.5 years
Everett, PA 12,945 1998 11/98 37.4 years
Lebanon, PA 12,529 1997 11/98 37.4 years
Clovis, NM 26,948 1996 11/98 38 years
Middletown, OH 12,229 1997 11/98 37.4 years
Conway, SC 12,731 1997 11/98 37.4 years
Copperas Cove, TX 73,698 1972 11/98 40 years
Augusta, GA 702 1998 12/01 40 years
Mesa, AZ 534 1997 12/01 40 years
Riverdale, GA 359 1995 12/01 40 years
Swansea, IL 552 1997 12/01 40 years
Eden Prairie, MN 752 1997 12/01 40 years
Florissant, MO 604 1997 12/01 40 years
Greenville, NC 239 1994 12/01 40 years
Wilmington, NC 341 1995 12/01 40 years
Wilmington, NC 207 1980 12/01 40 years
Kearney, NE 639 1997 12/01 40 years
Vons:
Moreno Valley, CA 115,307 1983 03/99 40 years
Wal-Mart:
Sealy, TX 103,526 1982 03/99 40 years
Aransas Pass, TX 184,262 1983 03/99 40 years
Winfield, AL 117,564 1983 03/99 40 years
Corpus Christi, TX 150,677 1983 03/99 40 years
Beeville, TX 161,597 1983 03/99 40 years
Corpus Christi, TX 218,546 1983 03/99 40 years
Waremart:
Eureka, CA 666,730 1965 02/97 40 years
Wendy's Old Fashioned
Hamburger:
Fenton, MO 143,182 1985 07/92 33 years
Sacramento, CA - (k) 02/98 (k)
New Kensington, PA 347 1980 12/01 40 years
Whataburger:
Albuquerque, NM 436 1995 12/01 40 years
Wherehouse Music:
Homewood, AL 726 1997 12/01 40 years
Leasehold Interests: 604,283 - (p) (o)
------------
$ 31,678,077
============
Real Estate the company has
invested in under direct
financing leases:
Academy:
Houston, TX $ (c) 1994 05/95 (c)
Houston, TX (c) 1995 06/95 (c)
N. Richland Hills, TX (c) 1996 08/95 (h) (c)
Houston, TX (c) 1996 02/96 (h) (c)
Houston, TX (c) 1996 06/96 (h) (c)
Baton Rouge, LA (c) 1997 08/96 (h) (c)
Barnes & Noble:
Plantation, FL (c) 1996 05/95 (h) (c)
Best Buy:
Evanston, IL (c) 1994 02/97 (c)
Borders Books & Music:
Altamonte Springs, FL (c) 1997 09/97 (c)
Checkers:
Orlando, FL (c) 1988 07/92 (c)
Dave & Buster's:
Utica, MI (c) 1998 06/98 (c)
Eckerd:
San Antonio, TX (c) 1993 12/93 (c)
Dallas, TX (c) 1994 01/94 (c)
Arlington, TX (c) 1994 02/94 (c)
Millville, NJ (c) 1994 03/94 (c)
Atlanta, GA (c) 1994 03/94 (c)
Mantua, NJ (c) 1994 06/94 (c)
Vineland, NJ (c) 1999 03/99 (j) (c)
Amarillo, TX (c) 1994 12/94 (c)
Amarillo, TX (c) 1994 12/94 (c)
Amarillo, TX (d) 1994 12/94 (d)
Glassboro, NJ (c) 1994 12/94 (c)
Kissimmee, FL (c) 1995 04/95 (c)
Alice, TX (d) 1995 06/95 (d)
Tampa, FL (c) 1995 12/95 (c)
Lafayette, LA (c) 1995 01/96 (c)
Moore, OK (c) 1995 01/96 (c)
East Point, GA (d) 1996 12/96 (d)
Irving, TX (c) 1996 12/96 (c)
Ft. Worth, TX (d) 1996 12/96 (d)
Williston, FL (c) 1995 01/97 (c)
Jasper, FL (c) 1994 01/97 (c)
Oklahoma City, OK (c) 1997 06/97 (c)
Oklahoma City, OK (c) 1997 06/97 (c)
Norman, OK (c) 1997 06/97 (c)
Chattanooga, TN (c) 1997 09/97 (c)
Del City, OK (c) 1998 10/98 (j) (c)
Arlington, TX (c) 1998 11/98 (j) (c)
Kennett Square, PA (c) 2000 12/00 (c)
Food 4 Less:
Lemon Grove, CA (c) 1996 07/95 (h) (c)
Chula Vista, CA (c) 1995 11/98 (c)
Food Lion:
Keystone Heights, FL (d) 1993 05/93 (d)
Chattanooga, TN (d) 1993 10/93 (d)
Lynchburg, VA (d) 1994 01/94 (d)
Martinsburg, WV (d) 1994 08/94 (d)
Good Guys, The:
Stockton, CA (d) 1991 07/94 (d)
Portland, OR (d) 1996 05/96 (d)
Heilig-Meyers:
York, PA (d) 1997 11/98 (d)
Marlow Heights, MD (d) 1968 11/98 (d)
International House
of Pancakes:
Stafford, TX (c) 1992 10/93 (c)
Sunset Hills, MO (c) 1993 10/93 (c)
Las Vegas, NV (c) 1993 12/93 (c)
Ft. Worth, TX (c) 1993 12/93 (c)
Arlington, TX (c) 1993 12/93 (c)
Matthews, NC (c) 1993 12/93 (c)
Phoenix, AZ (c) 1993 12/93 (c)
Jared Jewelers:
Aurora, IL (c) 2000 12/01 (c)
Glendale, AZ (c) 1998 12/01 (c)
Oviedo, FL (c) 1998 12/01 (c)
Phoenix, AZ (c) 1998 12/01 (c)
Toledo, OH (c) 1998 12/01 (c)
Lewisville, TX (c) 1998 12/01 (c)
Kash N' Karry:
Brandon, FL (d) 1997 10/96 (h) (d)
Levitz:
Tempe, AZ (d) 1994 01/95 (d)
Oshman's Sporting Goods:
Dallas, TX (c) 1994 03/94 (c)
Shop & Save:
Homestead, PA (c) 1994 02/97 (c)
SuperValu:
Warwick, RI (c) 1992 02/97 (c)
------------
$ -
============
COMMERCIAL NET LEASE REALTY, INC. AND SUBSIDIARIES
NOTES TO SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION AND AMORTIZATION
December 31, 2001
(a) Transactions in real estate and accumulated depreciation during 2001, 2000 and 1999 are summarized as follows:
| 2001 | 2000 | 1999 | ||||||||
| Land, buildings and leasehold interests: | ||||||||||
| Balance at beginning of year | $ | 542,400,537 | $ | 568,216,480 | $ | 537,283,241 | ||||
| Acquisitions | 250,666,699 | 1,963,085 | 76,165,384 | |||||||
|
Disposition of land, buildings and leasehold interests |
(57,557,741 | ) | (27,779,028 | ) | (45,232,145 | ) | ||||
| Balance at the close of year | $ | 735,509,495 | $ | 542,400,537 | $ | 568,216,480 | ||||
| Accumulated depreciation and amortization: | ||||||||||
| Balance at the beginning of year | $ | 27,438,288 | $ | 22,022,978 | $ | 17,335,079 | ||||
|
Disposition of land, building, and leasehold interests |
(3,262,991 | ) | (2,353,983 | ) | (2,835,339 | ) | ||||
| Depreciation and amortization expense | 7,502,780 | 7,769,293 | 7,523,238 | |||||||
| Balance at the close of year | $ | 31,678,077 | $ | 27,438,288 | $ | 22,022,978 | ||||
(b) As of December 31, 2001, all of the leases are treated as operationg leases for
federal income tax purposes. As of December 31, 2001, the aggregate cost of the properties owned by
the Company and its subsidiaries for federal income tax purposes was $793,622,747.
(c) For financial reporting purposes, the portion of the lease relating to the building
has been recorded as a direct financing lease; therefore, depreciation is not applicable.
(d) For financial reporting purposes, the lease for the land and building has been recorded as a
direct financing lease; therefore, depreciation is not applicable.
(e) The tenant of this property, Golden Corral Corporation, has subleased this property. Golden
Corral Corporation continues to be responsible for complying with all the terms of the lease
agreement and is continuing to pay rent on this property to the Company.
(f) The Company owns only the land for this property.
(g) The Company owns only land for this property. The building is under construction; therefore, no
depreciation was taken.
(h) Date acquired represents acquisition date of land. Pursuant to lease agreement, the Company
purchased the buildings from the tenants upon completion of construction, generally within 12 months
from the acquisition of the land.
(i) Date acquired represents acquisition date of land. The Company developed the buildings,
generally completing construction within 12 months from the acquisition date of the land.
(j) Date acquired represents date of building construction completion. The land
has been recorded as operating lease.
(k) The Company owns only the land for this property, which is subject to a ground lease between the
Company and the tenant. The tenant funded the improvements on the property.
(l) Property is encumbered as a part of the Company's $39,450,000 long term, fixed rate mortgage and
security agreement.
(m) Encumbered properties for which the portion of the lease relating to the land is accounted for
as an operating lease and the portion of the lease relating to the building is accounted for as a
direct financing lease, the total amount of the encumbrance is listed with the land portion of the
property.
(n) The Company owns only the building for this property. The land is subject to a ground lease
between the Company and an unrelated third party.
(o) The leasehold interests are amortized over the life of the respective leases which range from
4.5 and 12.5 years.
(p) The leasehold interest sites were acquired between August 1999 and August 2001.
|
COMMERCIAL NET LEASE REALTY, INC. AND SUBSIDIARIES SCHEDULE IV - MORTGAGE LOANS ON REAL ESTATE December 31, 2001 | |||||||||||||
| Description |
Interest rate |
Final maturity date |
Periodic payment terms |
Prior liens |
Face amount of mortgages |
Carrying amount of mortgages (d) |
Principal amount of loans subject to delinquent principal or interest | ||||||
| First mortgages on retail properties: | |||||||||||||
| National City, CA | 11.5% | 2009 | (b) | - | $ | 2,765,000 | $ | 1,701,514 | $ | - | |||
| San Jose, CA | 11.5% | 2009 | (b) | - | 2,565,000 | 1,621,194 | - | ||||||
| Rockledge, FL | 10% | 2018 | (b) | - | 400,000 | 399,184 | - | ||||||
| Bonham, TX | 10% | 2013 | (b) | - | 210,000 | 209,240 | - | ||||||
| Duncanville, TX | 10% | 2002 | (c) | - | 690,018 | 592,018 | - | ||||||
| Independence, MO | 10% | 2002 | (c) | - | 1,068,788 | 991,788 | - | ||||||
| Lawton and Oklahoma City, OK (f) | 8.5% | 2002 | (c) | - | 4,399,805 | 4,399,805 | - | ||||||
| Burleson, TX | 8.5% | 2002 | (c) | - | 2,355,279 | 2,355,279 | - | ||||||
|
Revolving lines of credit secured by various properties: | |||||||||||||
|
Commercial Net Lease Realty Services, Inc. |
Prime rate + 0.25% | 2003 | (c) | - | 75,841,795 | 75,841,795 | - | ||||||
| $ | 90,295,685 | $ | 88,111,817 | (a) | $ | - | |||||||
(a) The following shows the changes in the carrying amounts of mortgage loans during the years:
| 2001 | 2000 | 1999 | ||||||||
| Balance at beginning of year | $ | 69,756,217 | $ | 36,113,091 | $ | - | ||||
| New mortgage loans | 43,984,088 | 42,850,026 | 48,917,787 | (e)(f) | ||||||
| Deductions during the year: | ||||||||||
| Collections of principal | (25,628,488 | ) | (9,206,900 | ) | (12,804,696 | ) (f) | ||||
| Foreclosures | - | - | - | |||||||
| Balance at the close of year | $ | 88,111,817 | $ | 69,756,217 | $ | 36,113,091 | ||||
(b) Principal and interest is payable at level amounts over the life of the loan.
(c) Interest only payments are due quarterly. Principal is due at maturity.
(d) Mortgages held by the Company and its subsidiaries for federal income tax purposes
for the years ended December 31, 2001, 2000 and 1999 were $88,111,817, $69,756,217 and
$36,113,091, respectively.
(e) Mortgages totaling $1,425,000 and $18,634,755 were accepted in connection with the real
estate for the year ended December 31, 2000 and 1999, respectively.
(f) As of December 31, 1999, mortgages totaling $6,755,084 were accepted as
payment towards the principal balance of the revolving line of credit for
Commercial Net Lease Realty Services, Inc. (an unconsolidated affiliate
of the Company). The mortgagees are affiliates of certain members of the
Company's board of directors.
|
EXHIBITS | |||||
|
EXHIBIT INDEX | |||||
| Exhibit Number | |||||
| 3. | Exhibits | ||||
| 3. | Articles of Incorporation and By-laws | ||||
| 3.1 | Articles of Incorporation of the Registrant (filed as Exhibit 3.3(i) to the Registrant's Registration Statement No. 1-11290 on Form 8-B, and incorporated herein by reference). | ||||
| 3.2 | Bylaws of the Registrant, (filed as Exhibit 3(ii) to Amendment No. 2 to the Registrant's Registration No. 33-83110 on Form S-3, and incorporated herein by reference). | ||||
| 3.3 | Articles of Amendment to the Articles of Incorporation of the Registrant (filed as Exhibit 3.3 to the Registrant’s Form 10-Q for the quarter ended June 30, 1996, and incorporated herein by reference). | ||||
| 3.4 | Articles of Amendment to the Articles of Incorporation of the Registrant (filed as Exhibit 3.4 to the Registrant’s Current Report on Form 8-K dated February 18, 1998, and filed with the Securities and Exchange Commission on February 19, 1998, and incorporated herein by reference). | ||||
| 3.5 | First Amended and Restated Articles of Incorporation of the Registrant (filed as Exhibit 3.1 to the Registrant's Registration Statement No. 333-64511 on Form S-3, and incorporated herein by reference). | ||||
| 3.6 | Articles of Amendment to the First Amended and Restated Articles of Incorporation of the Registrant (filed herewith). | ||||
| 4. | Instruments defining the rights of security holders, including indentures | ||||
| 4.1 | Specimen Certificate of Common Stock, par value $0.01 per share, of the Registrant (filed as Exhibit 3.4 to the Registrant’s Registration Statement No. 1-11290 on Form 8-B and incorporated herein by reference). | ||||
| 4.2 | Form of Indenture dated March 25, 1998, by and among Registrant and First Union National Bank, Trustee, relating to $100,000,00 of 7.125% Notes due 2008 (filed as Exhibit 4.1 to the Registrant’s Current Report on Form 8-K dated March 20, 1998, and incorporated herein by reference.). | ||||
| 4.3 | Form of Supplement Indenture No. 1 dated March 25, 1998, by and among Registrant and First Union National Bank, Trustee, relating to $100,000,000 of 7.125% Notes due 2008 (filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K dated March 20, 1998, and incorporated herein by reference.) | ||||
| 4.4 | Form of 7.125% Note due 2008 (filed as Exhibit 4.3 to the Registrant’s Current Report on Form 8-K dated March 20, 1998, and incorporated herein by reference.) | ||||
| 4.5 | Form of Supplemental Indenture No. 2 dated June 21, 1999, by and among Registrant and First Union National Bank, Trustee, relating to $100,000,000 of 8.125% Notes due 2004 (filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K dated June 17, 1999, and incorporated herein by reference). | ||||
| 4.6 | Form of 8.125% Notes due 2004 (filed as Exhibit 4.3 to the Registrant’s Current Report on Form 8-K dated June 17, 1999, and incorporated herein by reference). | ||||
| 4.7 | Form of Supplemental Indenture No. 3 dated September 20, 2000, by and among Registrant and First Union National Bank, Trustee, relating to $20,000,000 of 8.5% Notes due 2010 (filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K dated September 20, 2000, and incorporated herein by reference). | ||||
| 4.8 | Form of 8.5% Notes due 2010 (filed as Exhibit 4.3 to the Registrant’s Current Report on Form 8-K dated September 20, 2000, and incorporated herein by reference). | ||||
| 10. | Material Contracts | ||||
| 10.1 | Letter Agreement dated July 10, 1992, amending Stock Purchase Agreement dated January 23, 1992 (filed as Exhibit 10.34 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 1992, and incorporated herein by reference). | ||||
| 10.2 | Advisory Agreement between Registrant and CNL Realty Advisors, Inc. effective as of April 1, 1993 and renewed January 1, 1997 (filed as Exhibit 10.04 to Amendment No. 1 to the Registrant's Registration Statement No. 33-61214 on Form S-2, and incorporated herein by reference). | ||||
| 10.3 | 1992 Commercial Net Lease Realty, Inc. Stock Option Plan (filed as Exhibit No. 10(x) to the Registrant's Registration Statement No. 33-83110 on Form S-3, and incorporated herein by reference). | ||||
| 10.4 | Secured Promissory Note, dated December 14, 1995, among Registrant and Principal Mutual Life Insurance Company relating to a $13,150,000 loan (filed as Exhibit 10.15 to the Registrant’s Current Report on Form 8-K dated January 18, 1996, and incorporated herein by reference). | ||||
| 10.5 | Mortgage and Security Agreement, dated December 14, 1995, among Registrant and Principal Mutual Life Insurance Company relating to a $13,150,000 loan (filed as Exhibit 10.16 to the Registrant’s Current Report on Form 8-K dated January 18, 1996, and incorporated herein by reference) | ||||
| 10.6 | Loan Agreement, dated January 19, 1996, among Registrant and Principal Mutual Life Insurance Company relating to a $39,450,000 loan (filed as Exhibit 10.12 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 1995, and incorporated herein by reference). | ||||
| 10.7 | Secured Promissory Note, dated January 19, 1996, among Registrant and Principal Mutual Life Insurance Company relating to a $39,450,000 loan (filed as Exhibit 10.13 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 1995, and incorporated herein by reference). | ||||
| 10.8 | Agreement and Plan of Merger dated May 15, 1997, by and among Commercial Net Lease Realty, Inc. and Net Lease Realty II, Inc. and CNL Realty Advisors, Inc. and the Stockholders of CNL Realty Advisors, Inc. (filed as Exhibit 10.1 to the Registrant's Current Report on Form 8-K dated May 16, 1997, and incorporated herein by reference). | ||||
| 10.9 | Fourth Amended and Restated Line of Credit and Security Agreement, dated August 6, 1997, by and among Registrant, certain lenders and First Union National Bank, as the Agent, relating to a $200,000,000 loan (filed as Exhibit 10 to the Registrant’s Current Report on Form 8-K dated September 12, 1997, and incorporated herein by reference). | ||||
| 10.10 | Fifth Amended and Restated Line of Credit and Security Agreement, dated September 23, 1999, by and among Registrant, certain lenders and First Union National Bank, as the Agent, relating to a $200,000,000 loan (filed as Exhibit 10.13 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 1999 and incorporated herein by reference). | ||||
| 10.11 | Sixth Amended and Restated Line of Credit and Security Agreement, dated October 26, 2000, by and among Registrant, certain lenders and First Union National Bank, as the Agent, relating to a $200,000,000 loan (filed as Exhibit 10.11 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2000 and incorporated herein by reference). | ||||
| 10.12 | 2000 Performande Incentive Plan (filed as Exhibit 99 to the Registrant’s Registration Statement No. 333-64794 on Form S-8 and incorporated herein by reference). | ||||
| 10.13 | Third Renewal Promissory Note dated as of April 1, 2001, by Commercial Net Lease Realty Services, Inc. in favor of Registrant relating to an $85,000,000 line of credit (filed herewith). | ||||
| 10.14 | Third Modification of Amended and Reatated Secured Revolving Line of Credit and Security Agreement and Other Loan Documents effective as of April 1, 2001, by and between Registrant as lender and Commercial Net Lease Realty Services, Inc. as borrower, relating to an $85,000,000 line of credit (filed herewith). | ||||
| 10.15 | Fourth Modification of Amended and Restated Secured Revolving Line of Credit and Security Agreement and Other Loan Documents effective as of July 1, 2001, by and between Registrant as lender and Commercial Net Lease Realty Services, Inc. as borrower, relating to an $85,000,000 line of credit (filed herewith). | ||||
| 10.16 | Agreement and Plan of Merger, dated as of July 1, 2001, among Commercial Net Lease Realty, Inc. and Captec Net Lease Realty, Inc. (filed as Exhibit 99.1 to the Registrant's Current Report on Form 8-K dated July 3, 2001, and incorporated herein by reference). | ||||
| 12. | Statement of Computation of Ratios of Earnings to Fixed Charges (filed herewith). | ||||
| 13. | Annual Report to Shareholders for the year ended December 31, 2001 (filed herewith). | ||||
| 23. | Consent of Independent Accountants dated March 26, 2002. (filed herewith). | ||||
| (b) | The Registrant filed one report on Form 8-K on December 3, 2001 for the purpose of disclosing the Company's acquisition of Captec Net Lease Realty, Inc.; one report on Form 8-K on November 28, 2001 for the purpose of incorporating certain items by reference into the Registrant's Registration Statement No. 333-53796 on Form S-3 and one report on Form 8-K on July 3, 2001 for the purpose of disclosing the Company's entry into a merger agreement with Captec Net Lease Realty, Inc. | ||||