FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT of 1934
For the quarterly period ended September 30, 2003
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OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT of 1934
For the transition period from _____________________ to _____________________
Commission file number
0-17549
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CNL Income Fund IV, Ltd.
- -----------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Florida 59-2854435
- --------------------------------- -------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
450 South Orange Avenue
Orlando, Florida 32801
- --------------------------------- -------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number
(including area code) (407) 540-2000
-------------------------------
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No _____
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act): Yes___ No X
CONTENTS
Page
Part I.
Item 1. Financial Statements:
Condensed Balance Sheets 1
Condensed Statements of Income 2
Condensed Statements of Partners' Capital 3
Condensed Statements of Cash Flows 4
Notes to Condensed Financial Statements 5-6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7-9
Item 3. Quantitative and Qualitative Disclosures About
Market Risk 9
Item 4. Controls and Procedures 9-10
Part II.
Other Information 11-12
CNL INCOME FUND IV, LTD.
(A Florida Limited Partnership)
CONDENSED BALANCE SHEETS
September 30, December 31,
2003 2002
------------------ -------------------
ASSETS
Real estate properties with operating leases, net $ 8,561,333 $ 8,750,169
Net investment in direct financing leases 282,957 300,064
Real estate held for sale -- 1,917,775
Investment in joint ventures 2,903,915 2,979,763
Cash and cash equivalents 1,413,653 405,155
Receivables 20,848 9,755
Accrued rental income 204,197 215,631
Other assets 18,851 9,598
------------------ -------------------
$ 13,405,754 $ 14,587,910
================== ===================
LIABILITIES AND PARTNERS' CAPITAL
Accounts payable and accrued expenses $ 13,316 $ 10,757
Real estate taxes payable 9,226 47,973
Distributions payable 510,475 523,947
Due to related parties 261,615 197,942
Rents paid in advance and deposits 60,840 48,765
------------------ -------------------
Total liabilities 855,472 829,384
Partners' capital 12,550,282 13,758,526
------------------ -------------------
$ 13,405,754 $ 14,587,910
================== ===================
See accompanying notes to condensed financial statements.
CNL INCOME FUND IV, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF INCOME
Quarter Ended Nine Months Ended
September 30, September 30,
2003 2002 2003 2002
------------- -------------- ------------- -------------
Revenues:
Rental income from operating leases $ 316,780 $ 321,326 $ 950,420 $ 960,905
Earned income from direct financing leases 7,537 8,127 23,068 24,793
Contingent rental income 18,199 33,736 41,973 60,173
Interest and other income 103 768 1,779 4,349
------------- -------------- ------------- -------------
342,619 363,957 1,017,240 1,050,220
------------- -------------- ------------- -------------
Expenses:
General operating and administrative 49,702 48,715 169,689 183,852
Property related 3,680 7,678 7,001 13,305
State and other taxes -- -- 22,952 14,099
Depreciation and amortization 62,685 63,305 188,837 189,918
------------- -------------- ------------- -------------
116,067 119,698 388,479 401,174
------------- -------------- ------------- -------------
Income Before Equity in Earnings of Joint Ventures 226,552 244,259 628,761 649,046
Equity in Earnings of Joint Ventures 74,723 75,218 229,437 227,152
------------- -------------- ------------- -------------
Income from Continuing Operations 301,275 319,477 858,198 876,198
------------- -------------- ------------- -------------
Discontinued Operations:
Income from discontinued operations 6,616 32,849 7,944 103,649
Gain on disposal of discontinued operations -- -- 107,039 --
------------- -------------- ------------- -------------
6,616 32,849 114,983 103,649
------------- -------------- ------------- -------------
Net Income $ 307,891 $ 352,326 $ 973,181 $ 979,847
============= ============== ============= =============
Income Per Limited Partner Unit
Continuing Operations $ 5.02 $ 5.32 $ 14.30 $ 14.60
Discontinued Operations 0.11 0.55 1.92 1.73
------------- -------------- ------------- -------------
$ 5.13 $ 5.87 $ 16.22 $ 16.33
============= ============== ============= =============
Weighted Average Number of Limited Partner
Units Outstanding 60,000 60,000 60,000 60,000
============= ============== ============= =============
See accompanying notes to condensed financial statements.
CNL INCOME FUND IV, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF PARTNERS' CAPITAL
Nine Months Ended Year Ended
September 30, December 31,
2003 2002
--------------------- ------------------
General partners:
Beginning balance $ 787,351 $ 787,351
Net income -- --
--------------------- ------------------
787,351 787,351
--------------------- ------------------
Limited partners:
Beginning balance 12,971,175 13,949,518
Net income 973,181 1,117,445
Distributions ($36.36 and $34.93 per
limited partner unit, respectively) (2,181,425 ) (2,095,788 )
--------------------- ------------------
11,762,931 12,971,175
--------------------- ------------------
Total partners' capital $ 12,550,282 $ 13,758,526
===================== ==================
See accompanying notes to condensed financial statements.
CNL INCOME FUND IV, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF CASH FLOWS
Nine Months Ended
September 30,
2003 2002
--------------- ---------------
Net Cash Provided by Operating Activities $ 1,158,686 $ 1,342,526
--------------- ---------------
Cash Flows from Investing Activities:
Proceeds from sale of assets 2,044,709 --
Liquidating distribution from joint venture -- 41,984
--------------- ---------------
Net cash provided by investing activities 2,044,709 41,984
--------------- ---------------
Cash Flows from Financing Activities:
Distributions to limited partners (2,194,897 ) (1,571,841 )
--------------- ---------------
Net cash used in financing activities (2,194,897 ) (1,571,841 )
--------------- ---------------
Net Increase (Decrease) in Cash and Cash Equivalents 1,008,498 (187,331 )
Cash and Cash Equivalents at Beginning of Period 405,155 645,220
--------------- ---------------
Cash and Cash Equivalents at End of Period $ 1,413,653 457,889
=============== ===============
Supplemental Schedule of Non-Cash Investing and Financing
Activities:
Deferred real estate disposition fee incurred and unpaid at
end of period $ 62,959 $ --
=============== ===============
Distributions declared and unpaid at end of period $ 510,475 $ 523,947
=============== ===============
See accompanying notes to condensed financial statements.
CNL INCOME FUND IV, LTD.
(A Florida Limited Partnership)
NOTES TO CONDENSED FINANCIAL STATEMENTS
Quarters and Nine Months Ended September 30, 2003 and 2002
1. Basis of Presentation
The accompanying unaudited condensed financial statements have been
prepared in accordance with the instructions to Form 10-Q and do not
include all of the information and note disclosures required by
generally accepted accounting principles. The financial statements
reflect all adjustments, consisting of normal recurring adjustments,
which are, in the opinion of the general partners, necessary for a fair
statement of the results for the interim periods presented. Operating
results for the quarter and nine months ended September 30, 2003, may
not be indicative of the results that may be expected for the year
ending December 31, 2003. Amounts as of December 31, 2002, included in
the financial statements, have been derived from audited financial
statements as of that date.
These unaudited financial statements should be read in conjunction with
the financial statements and notes thereto included in Form 10-K of CNL
Income Fund IV, Ltd. (the "Partnership") for the year ended December
31, 2002.
In January 2003, the Financial Accounting Standards Board ("FASB")
issued FASB Interpretation No. 46 ("FIN 46"), "Consolidation of
Variable Interest Entities" to expand upon and strengthen existing
accounting guidance that addresses when a company should include the
assets, liabilities and activities of another entity in its financial
statements. To improve financial reporting by companies involved with
variable interest entities (more commonly referred to as
special-purpose entities or off-balance sheet structures), FIN 46
requires that a variable interest entity be consolidated by a company
if that company is subject to a majority risk of loss from the variable
interest entity's activities or entitled to receive a majority of the
entity's residual returns or both. Prior to FIN 46, a company generally
included another entity in its consolidated financial statements only
if it controlled the entity through voting interests. The consolidation
requirements of FIN 46 apply immediately to variable interest entities
created after January 31, 2003, and to older entities, in the first
fiscal year or interim period ending after December 15, 2003. The
general partners believe adoption of this standard may result in either
consolidation or additional disclosure requirements of the
Partnership's unconsolidated joint ventures, which are currently
accounted for under the equity method. However, such consolidation is
not expected to significantly impact the Partnership's results of
operations.
In May 2003, the FASB issued FASB Statement No. 150, "Accounting for
Certain Financial Instruments with Characteristics of both Liabilities
and Equity" ("FAS 150"). FAS 150 establishes standards for how an
issuer classifies and measures certain financial instruments with
characteristics of both liabilities and equity. FAS 150 will require
issuers to classify certain financial instruments as liabilities (or
assets in some circumstances) that previously were classified as
equity. One requirement of FAS 150 is that minority interests for
majority owned finite lived entities be classified as a liability and
recorded at fair market value. FAS 150 initially applied immediately to
all financial instruments entered into or modified after May 31, 2003,
and otherwise was effective at the beginning of the first interim
period beginning after June 15, 2003. Effective October 29, 2003, the
FASB deferred implementation of FAS 150 as it applies to minority
interests of finite lived Partnerships. The deferral of these
provisions is expected to remain in effect while these interests are
addressed in either Phase II of the FASB's Liabilities and Equity
project or Phase II of the FASB's Business Combinations project;
therefore, no specific timing for the implementation of these
provisions has been stated. The implementation of the currently
effective aspects of FAS 150 did not have an impact on the
Partnership's results of operations.
2. Reclassification
Certain items in the prior year's financial statements have been
reclassified to conform to 2003 presentation. These reclassifications
had no effect on total partners' capital or net income.
CNL INCOME FUND IV, LTD.
(A Florida Limited Partnership)
NOTES TO CONDENSED FINANCIAL STATEMENTS
Quarters and Nine Months Ended September 30, 2003 and 2002
3. Discontinued Operations
In February 2003, the Partnership sold the property in Portland,
Indiana and received net sales proceeds of approximately $776,100,
resulting in a gain on disposal of assets of $129,403. In connection
with the sale, the Partnership incurred a deferred, subordinated, real
estate disposition fee of $23,959.
In March 2003, the Partnership sold the property in Richmond, Virginia
and received net sales proceeds of approximately $922,700, resulting in
a loss on disposal of assets of $22,364. The Partnership had recorded a
provision for write-down of assets relating to this property in the
previous year in anticipation of the sale of the property. In
connection with the sale, the Partnership incurred a deferred,
subordinated, real estate disposition fee of $28,500.
In July 2003, the Partnership sold the property in Maywood, Illinois to
the tenant and received net sales proceeds of approximately $346,000.
Because the Partnership recorded a provision for write-down of assets
of $36,000 during the nine months ended September 30, 2003, no gain or
loss on disposal of assets was recognized relating to this sale. The
provision represented the difference between the carrying value of the
property and its estimated fair value. In connection with the sale, the
Partnership recorded a deferred, subordinated, real estate disposition
fee of $10,500.
The financial results for these properties are reflected as
Discontinued Operations in the accompanying financial statements. The
operating results of discontinued operations are as follows:
Quarter Ended Nine Months Ended
September 30, September 30,
2003 2002 2003 2002
------------- ------------- ------------- --------------
Revenues $ 8,415 $ 54,196 $ 62,319 $ 162,365
Expenses (1,799 ) (21,347 ) (18,375 ) (58,716 )
Provision for write-down of assets -- -- (36,000 ) --
------------- ------------- ------------- --------------
Income from discontinued operations $ 6,616 $ 32,849 $ 7,944 $ 103,649
============= ============= ============= ==============
4. Related Party Transactions
An affiliate of the Partnership is entitled to receive deferred,
subordinated real estate disposition fees, payable upon the sale of one
or more properties based on the lesser of one-half of a competitive
real estate commission or three percent of the sales price if the
affiliate provides a substantial amount of services in connection with
the sale. However, if the net sales proceeds are reinvested in a
replacement property, no such real estate disposition fees will be
incurred until such replacement property is sold and the net sales
proceeds are distributed. The payment of the real estate disposition
fee is subordinated to receipt by the limited partners of their
aggregate 10% Preferred Return, plus their adjusted capital
contributions. During the nine months ended September 30, 2003, the
Partnership incurred deferred, subordinated, real estate disposition
fees of $62,959 as a result of the sales of three properties.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
CNL Income Fund IV, Ltd. (the "Partnership") is a Florida limited
partnership that was organized on November 18, 1987, to acquire for cash, either
directly or through joint venture arrangements, both newly constructed and
existing restaurant properties, as well as land upon which restaurants were to
be constructed, which are leased primarily to operators of national and regional
fast-food and family-style restaurant chains (collectively, the "Properties").
The leases generally are triple-net leases, with the lessees responsible for all
repairs and maintenance, property taxes, insurance and utilities. As of
September 30, 2003 and 2002, the Partnership owned directly 21 and 24
Properties, respectively. As of September 30, 2003 and 2002, the Partnership
also owned seven Properties indirectly through joint venture or tenancy in
common arrangements.
Capital Resources
Cash from operating activities was $1,158,686 and $1,342,526, during
the nine months ended September 30, 2003 and 2002, respectively. The decrease in
cash from operating activities, for the nine months ended September 30, 2003, as
compared to the nine months ended September 30, 2002, was a result of changes in
the Partnership's income and expenses, and changes in working capital.
Other sources and uses of cash included the following during the nine
months ended September 30, 2003.
During the nine months ended September 30, 2003, the Partnership sold
its Properties in Portland, Indiana, Richmond, Virginia and Maywood, Illinois
and received aggregate net sales proceeds of approximately $2,044,800, resulting
in an aggregate net gain on disposal of discontinued operations of $107,039. In
connection with the sales, the Partnership incurred deferred, subordinated, real
estate disposition fees totaling $62,959. In anticipation of the sale of the
Property in Richmond, Virginia, the Partnership had recorded a provision for
write-down of assets in the previous year. The Partnership has been using the
net proceeds from the sale of the Property in Portland, Indiana to pay
liabilities of the Partnership. The Partnership distributed to the limited
partners the majority of the net proceeds from the sale of the Property in
Richmond, Virginia as a special distribution, and intends to use the remaining
proceeds from the sale of this Property and the Property in Maywood, Illinois to
pay liabilities of the Partnership.
At September 30, 2003, the Partnership had $1,413,653 in cash and cash
equivalents, as compared to $405,155 at December 31, 2002. The increase in cash
and cash equivalents at September 30, 2003 was primarily a result of the
Partnership holding a portion of the proceeds from the sale of the Property in
Richmond, Virginia and the net proceeds from the sale of the Property in
Maywood, Illinois at September 30, 2003, pending the Partnership's use of such
funds to pay Partnership expenses or to make distributions to the limited
partners. At September 30, 2003, these funds were held in a demand deposit
account at a commercial bank. The funds remaining at September 30, 2003, after
payment of distributions and other liabilities will be used to meet the
Partnership's working capital needs.
Short-Term Liquidity
The Partnership's investment strategy of acquiring Properties for cash
and leasing them under triple-net leases to operators who meet specified
financial standards minimizes the Partnership's operating expenses. The general
partners believe that the leases will generate net cash flow in excess of
operating expenses.
The Partnership's short-term liquidity requirements consist primarily
of the operating expenses of the Partnership.
The general partners have the right, but not the obligation, to make
additional capital contributions if they deem it appropriate in connection with
the Partnership's operations.
The Partnership generally distributes cash from operations remaining
after the payment of operating expenses of the Partnership, to the extent the
general partners determine that such funds are available for distribution. Based
on current and anticipated future cash from operations and for the nine months
ended September 30, 2003 and 2002, the net proceeds from the sale of the
Property in Richmond, Virginia and the liquidating distributions received from
Titusville Joint Venture, respectively, the Partnership declared distributions
to limited partners of $2,181,425 and $1,571,841 for the nine months ended
September 30, 2003 and 2002, ($510,475 and $523,947 for the quarters ended
September 30, 2003 and 2002), respectively. This represents distributions of
$36.36 and $26.19 per unit for the nine months ended September 30, 2003 and
2002, respectively, ($8.51 and $8.73 for the quarters ended September 30, 2003
and 2002, respectively). Distributions for the nine months ended September 30,
2003, included a special distribution of $650,000, as a result of the
distribution of net sales proceeds from the 2003 sale of the Property in
Richmond, Virginia. This special distribution was effectively a return of a
portion of the limited partners investment, although, in accordance with the
Partnership agreement, it was applied towards the limited partners' unpaid
preferred return. As a result of the sales of Properties in previous years and
in the current year, the Partnership's total revenues have declined and are
expected to remain reduced in subsequent periods, while the majority of the
Partnership's operating expenses have remained and are expected to remain fixed.
Due to the sales of Properties mentioned above, and due to current and
anticipated cash from operations, distributions of net cash flow were adjusted
in the quarter ended March 31, 2003. No distributions were made to the general
partners for the nine months ended September 30, 2003 and 2002. No amounts
distributed to the limited partners for the nine months ended September 30, 2003
and 2002 are required to be or have been treated by the Partnership as a return
of capital for purposes of calculating the limited partners' return on their
adjusted capital contributions. The Partnership intends to continue to make
distributions of cash available for distribution to the limited partners on a
quarterly basis.
Total liabilities, including distributions payable, were $855,472 at
September 30, 2003, as compared to $829,384 at December 31, 2002. The increase
in liabilities was primarily a result of an increase in amounts due to related
parties and rents paid in advance and deposits. The increase was partially
offset by a decrease in real estate taxes payable and distributions payable. The
general partners believe that the Partnership has sufficient cash on hand to
meet its current working capital needs.
Long-Term Liquidity
The Partnership has no long-term debt or other long-term liquidity
requirements.
Results of Operations
Total rental revenues were $973,488 for the nine months ended September
30, 2003, as compared to $985,698 in the same period in 2002, of which $324,317
and $329,453 were earned during the third quarter of 2003 and 2002,
respectively. The decrease in rental revenues during the quarter and nine months
ended September 30, 2003 was primarily a result of amendments to the leases of
two Properties. The general partners do not believe that the amendments will
have a material adverse effect on the results of operations of the Partnership.
During the nine months ended September 30, 2003 and 2002, the
Partnership also earned $41,973 and $60,173, respectively, in contingent rental
income from the Partnership's Properties, of which $18,199 and $33,736 were
earned during the third quarter of 2003 and 2002, respectively. The decrease in
contingent rental income during the quarter and nine months ended September 30,
2003, as compared to the same period in 2002, was due to a reduction in the
reported gross sales of the restaurants as compared to the same period in 2002.
During the nine months ended September 30, 2003 and 2002, the
Partnership also earned $229,437 and $227,152, respectively, attributable to net
income earned by joint ventures, of which $74,723 and $75,218 were earned during
the third quarter of 2003 and 2002, respectively. Net income earned by joint
ventures during the nine months ended September 30, 2003, as compared to same
period in 2002, remained constant, as there was no change in the leased Property
portfolio owned by the joint ventures and the tenancies in common.
Operating expenses, including depreciation and amortization, were
$388,479 and $401,174 for the nine months ended September 30, 2003 and 2002,
respectively, of which $116,067 and $119,698 were incurred during the quarters
ended September 30, 2003 and 2002, respectively. Operating expenses were lower
during the nine months ended September 30, 2003, primarily due to a decrease in
the costs incurred for administrative expenses for servicing the Partnership and
its Properties. The decrease for the nine months ended September 30, 2003 was
partially offset by an increase in state tax expense relating to several states
in which the Partnership conducts business.
During the nine months ended September 30, 2003, the Partnership
identified for sale three Properties, which were classified as Discontinued
Operations in the accompanying financial statements. In connection with the sale
of these Properties, the Partnership received aggregate net sales proceeds of
approximately $2,044,700, resulting in an aggregate net gain on disposal of
assets of $107,000. In anticipation of the sale of the Property in Richmond,
Virginia the Partnership had recorded a provision for write-down of assets in
the previous year. The Partnership had recorded a provision for write-down of
assets of $36,000 during the nine months ended September 30, 2003 in
anticipation of the sale of the Property in Maywood, Illinois. In addition, the
Partnership had recorded a provision for write-down of assets relating to this
Property in a previous year. The provisions represented the difference between
the carrying value of the Property and its estimated fair value at the end of
each period. The Partnership recognized net rental income (rental revenues less
Property related expenses and provision for write-down of assets) of $32,849 and
$103,649 during the quarter and nine months ended September 30, 2002,
respectively, relating to these three Properties. The Partnership sold the
Property in Maywood, Illinois in July 2003. The Partnership recognized net
rental income of $7,944 during the nine months ended September 30, 2003,
relating to the Properties in Portland, Indiana, Richmond, Virginia, and
Maywood, Illinois and net rental income of $6,616 during the quarter ended
September 30, 2003, relating to the Property in Maywood, Illinois.
In January 2003, the Financial Accounting Standards Board ("FASB")
issued FASB Interpretation No. 46 ("FIN 46"), "Consolidation of Variable
Interest Entities" to expand upon and strengthen existing accounting guidance
that addresses when a company should include the assets, liabilities and
activities of another entity in its financial statements. To improve financial
reporting by companies involved with variable interest entities (more commonly
referred to as special-purpose entities or off-balance sheet structures), FIN 46
requires that a variable interest entity be consolidated by a company if that
company is subject to a majority risk of loss from the variable interest
entity's activities or entitled to receive a majority of the entity's residual
returns or both. Prior to FIN 46, a company generally included another entity in
its consolidated financial statements only if it controlled the entity through
voting interests. The consolidation requirements of FIN 46 apply immediately to
variable interest entities created after January 31, 2003, and to older
entities, in the first fiscal year or interim period ending after December 15,
2003. The general partners believe adoption of this standard may result in
either consolidation or additional disclosure requirements of the Partnership's
unconsolidated joint ventures, which are currently accounted for under the
equity method. However, such consolidation is not expected to significantly
impact the Partnership's results of operations.
In May 2003, the FASB issued FASB Statement No. 150, "Accounting for
Certain Financial Instruments with Characteristics of both Liabilities and
Equity" ("FAS 150"). FAS 150 establishes standards for how an issuer classifies
and measures certain financial instruments with characteristics of both
liabilities and equity. FAS 150 will require issuers to classify certain
financial instruments as liabilities (or assets in some circumstances) that
previously were classified as equity. One requirement of FAS 150 is that
minority interests for majority owned finite lived entities be classified as a
liability and recorded at fair market value. FAS 150 initially applied
immediately to all financial instruments entered into or modified after May 31,
2003, and otherwise was effective at the beginning of the first interim period
beginning after June 15, 2003. Effective October 29, 2003, the FASB deferred
implementation of FAS 150 as it applies to minority interests of finite lived
Partnerships. The deferral of these provisions is expected to remain in effect
while these interests are addressed in either Phase II of the FASB's Liabilities
and Equity project or Phase II of the FASB's Business Combinations project;
therefore, no specific timing for the implementation of these provisions has
been stated. The implementation of the currently effective aspects of FAS 150
did not have an impact on the Partnership's results of operations.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Not applicable.
ITEM 4. CONTROLS AND PROCEDURES
The general partners maintain a set of disclosure controls and
procedures designed to ensure that information required to be disclosed in the
Partnership's filings under the Securities Exchange Act of 1934 is recorded,
processed, summarized and reported within the time periods specified in the
Securities and Exchange Commission's rules and forms. The principal executive
and financial officers of the corporate general partner have evaluated the
Partnership's disclosure controls and procedures as of the end of the period
covered by this Quarterly Report on Form 10-Q and have determined that such
disclosure controls and procedures are effective.
There was no change in internal control over financial reporting that
occurred during the most recent fiscal quarter that has materially affected, or
is reasonably likely to materially affect, internal control over financial
reporting.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings. Inapplicable.
-----------------
Item 2. Changes in Securities. Inapplicable.
---------------------
Item 3. Defaults upon Senior Securities. Inapplicable.
-------------------------------
Item 4. Submission of Matters to a Vote of Security Holders. Inapplicable.
---------------------------------------------------
Item 5. Other Information. Inapplicable.
-----------------
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
3.1 Certificate of Limited Partnership of CNL Income Fund
IV, Ltd. (Included as Exhibit 3.1 in Amendment No. 1
to Registration Statement No. 33-20249 on Form S-11
and incorporated herein by reference.)
3.2 Amended and Restated Agreement and Certificate of
Limited Partnership of CNL Income Fund IV, Ltd.
(Included as Exhibit 3.2 to Form 10-K filed with the
Securities and Exchange Commission on March 31, 1994,
and incorporated herein by reference.)
4.1 Certificate of Limited Partnership of CNL Income Fund
IV, Ltd. (Included as Exhibit 3.1 in Amendment No. 1
to Registration Statement No. 33-20249 on Form S-11
and incorporated herein by reference.)
4.2 Amended and Restated Agreement and Certificate of
Limited Partnership of CNL Income Fund IV, Ltd.
(Included as Exhibit 3.2 to Form 10-K filed with the
Securities and Exchange Commission on March 31, 1994,
and incorporated herein by reference.)
10.1 Property Management Agreement (Included as Exhibit
10.1 to Form 10-K filed with the Securities and
Exchange Commission on March 31, 1994, and
incorporated herein by reference.)
10.2 Assignment of Property Management Agreement from CNL
Investment Company to CNL Income Fund Advisors, Inc.
(Included as Exhibit 10.2 to Form 10-K filed with the
Securities and Exchange Commission on March 30, 1995,
and incorporated herein by reference.)
10.3 Assignment of Property Management Agreement from CNL
Income Fund Advisors, Inc. to CNL Fund Advisors, Inc.
(Included as Exhibit 10.3 to Form 10-K filed with the
Securities and Exchange Commission on April 1, 1996,
and incorporated herein by reference.)
10.4 Assignment of Management Agreement from CNL Fund
Advisors, Inc. to CNL APF Partners, LP. (Included as
Exhibit 10.4 to Form 10-Q filed with the Securities
and Exchange Commission on August 9, 2001, and
incorporated herein by reference.)
10.5 Assignment of Management Agreement from CNL APF
Partners, LP to CNL Restaurants XVIII, Inc. (Included
as Exhibit 10.5 to Form 10-Q filed with the Securities
and Exchange Commission on August 14, 2002, and
incorporated herein by reference.)
31.1 Certification of Chief Executive Officer of Corporate
General Partner Pursuant to Rule 13a-14 as Adopted
Pursuant to Section 302 of the Sarbanes-Oxley Act of
2002. (Filed herewith.)
31.2 Certification of Chief Financial Officer of Corporate
General Partner Pursuant to Rule 13a-14 as Adopted
Pursuant to Section 302 of the Sarbanes-Oxley Act of
2002. (Filed herewith.)
32.1 Certification of Chief Executive Officer of Corporate
General Partner Pursuant to 18 U.S.C. Section 1350 as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002. (Filed herewith.)
32.2 Certification of Chief Financial Officer of Corporate
General Partner Pursuant to 18 U.S.C. Section 1350 as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002. (Filed herewith.)
(b) Reports on Form 8-K
No reports on Form 8-K were filed during the quarter ended
September 30, 2003.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
DATED this 12th day of November, 2003.
CNL INCOME FUND IV, LTD.
By: CNL REALTY CORPORATION
General Partner
By:/s/ James M. Seneff, Jr.
-----------------------------
JAMES M. SENEFF, JR.
Chief Executive Officer
(Principal Executive Officer)
By:/s/ Robert A. Bourne
-----------------------------
ROBERT A. BOURNE
President and Treasurer
(Principal Financial and
Accounting Officer)
EXHIBIT INDEX
Exhibit Number
(c) Exhibits
3.1 Certificate of Limited Partnership of CNL Income Fund IV,
Ltd. (Included as Exhibit 3.1 in Amendment No. 1 to
Registration Statement No. 33-20249 on Form S-11 and
incorporated herein by reference.)
3.2 Amended and Restated Agreement and Certificate of Limited
Partnership of CNL Income Fund IV, Ltd. (Included as
Exhibit 3.2 to Form 10-K filed with the Securities and
Exchange Commission on March 31, 1994, and incorporated
herein by reference.)
4.1 Certificate of Limited Partnership of CNL Income Fund IV,
Ltd. (Included as Exhibit 3.1 in Amendment No. 1 to
Registration Statement No. 33-20249 on Form S-11 and
incorporated herein by reference.)
4.2 Amended and Restated Agreement and Certificate of Limited
Partnership of CNL Income Fund IV, Ltd. (Included as
Exhibit 3.2 to Form 10-K filed with the Securities and
Exchange Commission on March 31, 1994, and incorporated
herein by reference.)
10.1 Property Management Agreement (Included as Exhibit 10.1 to
Form 10-K filed with the Securities and Exchange
Commission on March 31, 1994, and incorporated herein by
reference.)
10.2 Assignment of Property Management Agreement from CNL
Investment Company to CNL Income Fund Advisors, Inc.
(Included as Exhibit 10.2 to Form 10-K filed with the
Securities and Exchange Commission on March 30, 1995, and
incorporated herein by reference.)
10.3 Assignment of Property Management Agreement from CNL
Income Fund Advisors, Inc. to CNL Fund Advisors, Inc.
(Included as Exhibit 10.3 to Form 10-K filed with the
Securities and Exchange Commission on April 1, 1996, and
incorporated herein by reference.)
10.4 Assignment of Management Agreement from CNL Fund Advisors,
Inc. to CNL APF Partners, LP. (Included as Exhibit 10.4 to
Form 10-Q filed with the Securities and Exchange
Commission on August 9, 2001, and incorporated herein by
reference.)
10.5 Assignment of Management Agreement from CNL APF Partners,
LP to CNL Restaurants XVIII, Inc. (Included as Exhibit
10.5 to Form 10-Q filed with the Securities and Exchange
Commission on August 14, 2002, and incorporated herein by
reference.)
31.1 Certification of Chief Executive Officer of Corporate
General Partner Pursuant to Rule 13a-14 as Adopted
Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
(Filed herewith.)
31.2 Certification of Chief Financial Officer of Corporate
General Partner Pursuant to Rule 13a-14 as Adopted
Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
(Filed herewith.)
32.1 Certification of Chief Executive Officer of Corporate
General Partner Pursuant to 18 U.S.C. Section 1350 as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002. (Filed herewith.)
32.2 Certification of Chief Financial Officer of Corporate
General Partner Pursuant to 18 U.S.C. Section 1350 as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002. (Filed herewith.)
EXHIBIT 31.1
EXHIBIT 31.2
EXHIBIT 32.1
EXHIBIT 32.2