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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
0-20017
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CNL Income Fund IX, Ltd.
- -----------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Florida 59-3004138
- ---------------------------------- -----------------------------
(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
Part I Page
----
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 7-10
Item 3. Quantitative and Qualitative Disclosures About
Market Risk 10
Item 4. Controls and Procedures 10
Part II
Other Information 11-12
CNL INCOME FUND IX, LTD.
(A Florida Limited Partnership)
CONDENSED BALANCE SHEETS
September 30, December 31,
2003 2002
------------------- -------------------
ASSETS
Real estate properties with operating leases, net $ 12,680,823 $ 12,914,715
Net investment in direct financing leases 2,382,080 2,444,483
Real estate held for sale 514,293 807,581
Investment in joint ventures 7,284,510 7,337,667
Mortgage notes receivable 449,607 464,352
Cash and cash equivalents 1,696,059 1,913,142
Receivables -- 31,471
Due from related parties -- 6,265
Accrued rental income 474,675 505,561
Other assets 38,204 24,905
------------------- -------------------
$ 25,520,251 $ 26,450,142
=================== ===================
LIABILITIES AND PARTNERS' CAPITAL
Accounts payable and accrued expenses $ 40,854 $ 25,394
Real estate taxes payable 22,795 7,978
Distributions payable 787,501 787,501
Due to related parties 21,783 16,426
Rents paid in advance and deposits 80,099 42,223
------------------- -------------------
Total liabilities 953,032 879,522
Partners' capital 24,567,219 25,570,620
------------------- -------------------
$ 25,520,251 $ 26,450,142
=================== ===================
See accompanying notes to condensed financial statements.
CNL INCOME FUND IX, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF INCOME
Quarter Ended Nine Months
September 30, September 30,
2003 2002 2003 2002
------------- -------------- -------------- ----------------
Revenues:
Rental income from operating leases $ 390,164 $ 383,708 $ 1,170,499 $ 1,153,135
Earned income from direct financing leases 65,982 81,175 199,704 245,373
Contingent rental income -- 2,283 22,953 3,392
Interest and other income 10,313 31,135 31,404 56,864
------------- -------------- -------------- ----------------
466,459 498,301 1,424,560 1,458,764
------------- -------------- -------------- ----------------
Expenses:
General operating and administrative 56,343 60,392 191,076 201,015
Property related 47,871 6,608 66,442 39,705
State and other taxes -- -- 61,477 43,438
Depreciation 77,964 69,917 233,892 211,787
------------- -------------- -------------- ----------------
182,178 136,917 552,887 495,945
------------- -------------- -------------- ----------------
Income Before Gain on Sale of Assets and Equity
in Earnings of Joint Ventures 284,281 361,384 871,673 962,819
Gain on Sale of Assets -- 231,731 -- 456,143
Equity in Earnings of Joint Ventures 176,604 258,544 514,619 1,025,261
------------- -------------- -------------- ----------------
Income from Continuing Operations 460,885 851,659 1,386,292 2,444,223
------------- -------------- -------------- ----------------
Discontinued Operations:
Income (Loss) from discontinued operations (5,964 ) 23,356 (27,478 ) (294,371 )
Gain on disposal of discontinued operations -- -- 288 --
------------- -------------- -------------- ----------------
(5,964 ) 23,356 (27,190 ) (294,371 )
------------- -------------- -------------- ----------------
Net Income $ 454,921 $ 875,015 $ 1,359,102 $ 2,149,852
============= ============== ============== ================
Income (Loss) Per Limited Partner Unit:
Continuing Operations $ 0.13 $ 0.24 $ 0.40 $ 0.70
Discontinued Operations -- 0.01 (0.01 ) (0.09 )
------------- -------------- -------------- ----------------
$ 0.13 $ 0.25 $ 0.39 $ 0.61
============= ============== ============== ================
Weighted Average Number of Limited Partner
Units Outstanding 3,500,000 3,500,000 3,500,000 3,500,000
============= ============== ============== ================
See accompanying notes to condensed financial statements.
CNL INCOME FUND IX, 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 $ 238,417 $ 238,417
Net income -- --
--------------------- ------------------
238,417 238,417
--------------------- ------------------
Limited partners:
Beginning balance 25,332,203 25,753,242
Net income 1,359,102 2,728,965
Distributions ($0.68 and $0.90 per limited partner
unit, respectively) (2,362,503 ) (3,150,004 )
--------------------- ------------------
24,328,802 25,332,203
--------------------- ------------------
Total partners' capital $ 24,567,219 $ 25,570,620
===================== ==================
See accompanying notes to condensed financial statements.
CNL INCOME FUND IX, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF CASH FLOWS
Nine Months Ended
September 30,
2003 2002
--------------- ----------------
Net Cash Provided by Operating Activities $ 1,844,356 $ 2,141,909
--------------- ----------------
Cash Flows from Investing Activities:
Additions to real estate properties with operating leases -- (1,992,232 )
Proceeds from sale of assets 286,544 1,928,325
Return on capital from joint ventures -- 929,590
Liquidating distribution from joint venture -- 540,191
Investment in joint ventures -- (1,165,235 )
Collections on mortgage notes receivable 14,520 13,255
--------------- ----------------
Net cash provided by investing activities 301,064 253,894
--------------- ----------------
Cash Flows from Financing Activities:
Distributions to limited partners (2,362,503 ) (2,362,503 )
--------------- ----------------
Net cash used in financing activities (2,362,503 ) (2,362,503 )
--------------- ----------------
Net Increase (Decrease) in Cash and Cash Equivalents (217,083 ) 33,300
Cash and Cash Equivalents at Beginning of Period 1,913,142 1,247,551
--------------- ----------------
Cash and Cash Equivalents at End of Period $ 1,696,059 $ 1,280,851
=============== ================
Supplemental Schedule of Non-Cash Financing Activities:
Distributions declared and unpaid at end of period $ 787,501 $ 787,501
=============== ================
See accompanying notes to condense financial statements.
CNL INCOME FUND IX, 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 IX, 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.
CNL INCOME FUND IX, LTD.
(A Florida Limited Partnership)
NOTES TO CONDENSED FINANCIAL STATEMENTS
Quarters and Nine Months Ended September 30, 2003 and 2002
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.
3. Discontinued Operations
During 2002, the Partnership identified for sale two properties that
were classified as Discontinued Operations in the accompanying
financial statements. The Partnership sold one of the properties during
2002. In February 2003, the Partnership sold the other property and
recorded a gain on disposal of assets of approximately $300. The
Partnership had recorded provisions for write-down of assets relating
to this property in previous years. In July 2003, the Partnership
identified for sale its property in Wildwood, Florida and reclassified
the asset from real estate properties with operating leases to real
estate held for sale. The reclassified asset was recorded at the lower
of its carrying amount or fair value, less cost to sell.
The operating results of the discontinued operations for these
properties are as follows:
Quarter Ended Nine Months Ended
September 30, September 30,
2003 2002 2003 2002
------------- ------------- ------------- -------------
Rental revenues $ -- $ 24,005 $ -- $ 70,479
Other income -- 20,000 -- 20,000
Expenses (5,964 ) (20,649 ) (27,478 ) (63,241 )
Provision for write-down of assets -- -- -- (321,609 )
------------- ------------- ------------- -------------
Income (loss) from discontinued
operations $ (5,964 ) $ 23,356 $ (27,478 ) $ (294,371 )
============= ============= ============= =============
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
CNL Income Fund IX, Ltd. (the "Partnership") is a Florida limited
partnership that was organized on April 16, 1990, to acquire for cash, either
directly or through joint venture arrangements, both newly constructed and
existing restaurants, as well as land upon which restaurants were to be
constructed (the "Properties"), which are leased primarily to operators of
national and regional fast-food and family-style restaurant chains. 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,
2002, the Partnership owned 21 Properties directly and 16 Properties indirectly
through joint venture or tenancy in common arrangements. As of September 30,
2003, the Partnership owned 20 Properties directly and 16 Properties indirectly
through joint venture or tenancy in common arrangements.
Capital Resources
Cash from operating activities was $1,844,356 and $2,141,909 for 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 same period of 2002, was a result of changes in the
Partnership's working capital and changes in the Partnership's income and
expenses. Other sources and uses of cash included the following during the nine
months ended September 30, 2003.
In February 2003, the Partnership sold its Property in Grand Prairie,
Texas, to a third party and received net sales proceeds of approximately
$286,500, resulting in a gain on disposal of assets of approximately $300 during
the nine months ended September 30, 2003. The Partnership had recorded
provisions for write-down of assets in previous years relating to this asset.
The Partnership intends to use these proceeds to pay liabilities of the
Partnership or to reinvest these proceeds in an additional Property.
At September 30, 2003, the Partnership had $1,696,059 in cash and cash
equivalents, as compared to $1,913,142 at December 31, 2002. At September 30,
2003, these funds were held in demand deposit accounts at commercial banks. The
funds remaining at September 30, 2003, after the payment of distributions and
other liabilities, will be used to invest in an additional Property and 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 generally 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 operations of the Partnership.
The Partnership generally distributes cash from operations remaining
after the payment of operating expenses of the Partnership, to the extent that
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, a portion of the sales proceeds from the 2002
sale of the Property in Farragut, Tennessee, the Partnership declared
distributions to limited partners of $2,362,503 for each of the nine months
ended September 30, 2003 and 2002, ($787,501 for each of the quarters ended
September 30, 2003 and 2002). This represents distributions of $0.68 per unit
for the nine months ended September 30, 2003 and 2002, ($0.23 per unit for each
applicable quarter). No distributions were made to the general partners for the
quarters and 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 $953,032 at
September 30, 2003, as compared to $879,522 at December 31, 2002. The increase
in liabilities at September 30, 2003, as compared to December 31, 2002, was
partially due to an increase in rents paid in advance and deposits. 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 $1,370,203 during the nine months ended
September 30, 2003, as compared to $1,398,508 during the same period of 2002,
$456,146 and $464,883 of which were earned during the third quarters of 2003 and
2002, respectively. The decrease in revenues during the quarter and nine months
ended September 30, 2003, resulting from the two Properties that the Partnership
sold during 2002, was partially offset by the reinvestment of the sales proceeds
in two additional Properties in June and September 2002.
During 2002, the tenant of the Property in North Baltimore, Ohio
terminated the lease, as permitted in the lease agreement, when a partial right
of way taking reduced road access to the restaurant. The general partners are
currently seeking a replacement tenant for this Property. The lost revenues
resulting from the vacant Property will continue to have an adverse effect on
the results of operations of the Partnership, until the Partnership is able to
re-lease it.
The Partnership also earned $22,953 in contingent rental income during
the nine months ended September 30, 2003, as compared to $3,392 during the nine
months ended September 30, 2002. The Partnership earned $2,283 in contingent
rental income during the quarter ended September 30, 2002. The increase in
contingent rental income during the nine months ended September 30, 2003, as
compared to the same period of 2002, was primarily due to an increase in the
reported gross sales of the restaurants with leases that require the payment of
contingent rental income.
The Partnership also earned $514,619 attributable to net income earned
by unconsolidated joint ventures during the nine months ended September 30,
2003, as compared to $1,025,261 during the same period of 2002, $176,604 and
$258,544 of which were earned during the quarters ended September 30, 2003 and
2002, respectively. Net income earned by joint ventures was higher during the
quarter and nine months ended September 30, 2002 because CNL Restaurant
Investments III, in which the Partnership owns a 50% interest, Ashland Joint
Venture, in which the Partnership owns a 27.33% interest, and the Partnership
and CNL Income Fund VIII, Ltd., as tenants-in-common, in which the Partnership
owned a 34% interest, each sold one Property. In addition, CNL Restaurant
Investments II, in which the Partnership owns a 45.2% interest, sold two
Properties. These sales resulted in a net gain of approximately $1,330,200 to
the joint ventures. The Partnership recorded its pro-rata share of each
respective gain as equity in earnings. During 2002, the Partnership received a
portion of these sales proceeds as a return of capital. The joint ventures or
the Partnership reinvested the majority of these net sales proceeds in other
Properties during 2002.
The Partnership earned $31,404 in interest and other income during the
nine months ended September 30, 2003, as compared to $56,864 during the same
period of 2002, $10,313 and $31,135 of which were earned during the third
quarters of 2003 and 2002, respectively. Interest and other income was higher
during the quarter and nine months ended September 30, 2002 as compared to the
same period of 2003, because during the quarter and nine months ended September
30, 2002, the Partnership collected and recognized as income approximately
$16,800 relating to a right-of-way taking for a parcel of land on the Millbrook,
Alabama Property.
Operating expenses, including depreciation expense, were $552,887
during the nine months ended September 30, 2003, as compared to $495,945 during
the same period of 2002, $182,178 and $136,917 of which were incurred during the
quarters ended September 30, 2003 and 2002, respectively. Operating expenses
were higher during the quarter and nine months ended September 30, 2003, because
the Partnership incurred Property expenses such as legal fees, real estate
taxes, insurance and repairs and maintenance relating to the vacant Property in
North Baltimore, Ohio. The Partnership will continue to incur these expenses
until the Property is re-leased. In addition, the increase in operating expenses
during the nine months ended September 30, 2003, was partially due to an
increase in state tax expense relating to several states in which the
Partnership conducts business. The increase in operating expenses was partially
offset by the fact that during 2002, the Partnership elected to reimburse the
tenant of the Property in Brownsville, Texas for certain renovation costs.
As a result of the sale of the Property in Huntsville, Alabama, the
Partnership recognized a gain of approximately $231,700 during the quarter and
nine months ended September 30, 2002. As a result of the sale of the Property in
Greenville, South Carolina, the Partnership recognized a gain of approximately
$224,400 during the nine months ended September 30, 2002. These Properties were
identified for sale as of December 31, 2001. Because these Properties were
identified for sale prior to the January 2002 implementation of Statement of
Financial Accounting Standards No. 144 "Accounting for the Impairment or
Disposal of Long-Lived Assets", the results of operations relating to these
Properties were included as Income from Continuing Operations in the
accompanying financial statements.
During the year ended December 31, 2002, the Partnership identified for
sale two Properties that were classified as Discontinued Operations in the
accompanying financial statements. In addition, in July 2003, the Partnership
identified for sale its Property in Wildwood, Florida. As a result, the
Partnership reclassified the asset from real estate properties with operating
leases to real estate held for sale. The reclassified asset was recorded at the
lower of its carrying amount or fair value, less cost to sell. As of November 7,
2003, the sale had not occurred. The Partnership recognized net rental income
(rental revenues less Property related expenses and provisions for write-down of
assets) of $23,356 during the quarter ended September 30, 2002 and a net rental
loss of $294,371 during the nine months ended September 30, 2002, relating to
these three Properties. The net rental loss during the nine months ended
September 30, 2002, was a result of the Partnership recording a provision for
write-down of assets of approximately $321,600 relating to the vacant Property
in Wildwood, Florida. The tenant vacated this Property in 2001 and ceased
payment of rents under the terms of the lease agreement. The provision
represented the difference between the net carrying value of the Property and
its estimated fair value. The Partnership sold the Property in Farragut,
Tennessee in December 2002. In February 2003, the Partnership sold the Property
located in Grand Prairie, Texas, and recorded a gain on disposal of assets of
approximately $300. The Partnership had recorded provisions for write-down of
assets in previous years relating to this Property. The Partnership incurred
expenses of $27,478 during the nine months ended September 30, 2003, relating to
the Properties in Grand Prairie, Texas and Wildwood, Florida and expenses of
$5,964 during the quarter ended September 30, 2003, relating to the Property in
Wildwood, Florida.
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
No material changes in the Partnership's market risk occurred from
December 31, 2002 through September 30, 2003. Information regarding the
Partnership's market risk at December 31, 2002 is included in its Annual Report
on Form 10-K for the year ended December 31, 2002.
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. Default 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 Affidavit and Certificate of Limited Partnership
of CNL Income Fund IX, Ltd. (Included as Exhibit
3.1 to Registration Statement No. 33-35049 on
Form S-11 and incorporated herein by reference.)
4.1 Affidavit and Certificate of Limited Partnership
of CNL Income Fund IX, Ltd. (Included as Exhibit
3.1 to Registration Statement No. 33-35049 on
Form S-11 and incorporated herein by reference.)
4.2 Amended and Restated Agreement of Limited
Partnership of CNL Income Fund IX, Ltd. (Included
as Exhibit 4.6 to Post-Effective Amendment No. 1
to Registration Statement No. 33-35049 on Form
S-11 and incorporated herein by reference.)
10.1 Management Agreement between CNL Income Fund IX,
Ltd. and CNL Investment Company (Included as
Exhibit 10.1 to Form 10-K filed with the
Securities and Exchange Commission on March 17,
1998, and incorporated herein by reference.)
10.2 Assignment of 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 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 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 10th day of November, 2003.
CNL INCOME FUND IX, 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 Affidavit and Certificate of Limited Partnership of CNL
Income Fund IX, Ltd. (Included as Exhibit 3.1 to
Registration Statement No. 33-35049 on Form S-11 and
incorporated herein by reference.)
4.1 Affidavit and Certificate of Limited Partnership of CNL
Income Fund IX, Ltd. (Included as Exhibit 3.1 to
Registration Statement No. 33-35049 on Form S-11 and
incorporated herein by reference.)
4.2 Amended and Restated Agreement of Limited Partnership of
CNL Income Fund IX, Ltd. (Included as Exhibit 4.6 to
Post-Effective Amendment No. 1 to Registration Statement
No. 33-35049 on Form S-11 and incorporated herein by
reference.)
10.1 Management Agreement between CNL Income Fund IX, Ltd. and
CNL Investment Company (Included as Exhibit 10.1 to Form
10-K filed with the Securities and Exchange Commission on
March 17, 1998, and incorporated herein by reference.)
10.2 Assignment of 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 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 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