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 March 31, 2004
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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 5-7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8-10
Item 3. Quantitative and Qualitative Disclosures About
Market Risk 11
Item 4. Controls and Procedures 11
Part II
Other Information 12-13
CNL INCOME FUND IX, LTD.
(A Florida Limited Partnership)
CONDENSED BALANCE SHEETS
March 31, December 31,
2004 2003
------------------- -------------------
ASSETS
Real estate properties with operating leases, net $ 13,541,050 $ 13,622,504
Net investment in direct financing leases 1,856,195 1,874,555
Real estate held for sale 482,700 999,822
Investment in joint ventures 6,559,570 6,616,969
Mortgage notes receivable 266,637 442,550
Cash and cash equivalents 2,067,669 1,503,707
Receivables 9,246 36,055
Accrued rental income 453,674 464,175
Other assets 16,604 29,784
------------------- -------------------
$ 25,253,345 $ 25,590,121
=================== ===================
LIABILITIES AND PARTNERS' CAPITAL
Accounts payable and accrued expenses $ 37,100 $ 10,527
Real estate taxes payable 10,781 8,231
Distributions payable 787,501 787,501
Due to related parties 32,272 12,465
Rents paid in advance and deposits 87,290 79,938
------------------- -------------------
Total liabilities 954,944 898,662
Minority interest 406,933 408,348
Commitment (Note 6)
Partners' capital 23,891,468 24,283,111
------------------- -------------------
$ 25,253,345 $ 25,590,121
=================== ===================
See accompanying notes to condensed financial statements.
CNL INCOME FUND IX, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF INCOME
Quarter Ended
March 31,
2004 2003
--------------- ---------------
Revenues:
Rental income from operating leases $ 416,909 $ 416,909
Earned income from direct financing leases 52,003 53,974
Contingent rental income 1,507 22,953
Interest and other income 6,644 10,375
--------------- ---------------
477,063 504,211
--------------- ---------------
Expenses:
General operating and administrative 83,967 72,911
Property related 39,849 10,743
State and other taxes 40,624 56,696
Depreciation and amortization 81,895 81,453
--------------- ---------------
246,335 221,803
--------------- ---------------
Income before minority interest and equity
in earnings of unconsolidated joint ventures 230,728 282,408
Minority interest (9,254) (9,305)
Equity in earnings of unconsolidated joint ventures 144,289 149,810
--------------- ---------------
Income from continuing operations 365,763 422,913
--------------- ---------------
Discontinued operations:
Income from discontinued operations 18,001 1,794
Gain on disposal of discontinued operations 12,094 288
--------------- ---------------
30,095 2,082
--------------- ---------------
Net income $ 395,858 $ 424,995
=============== ===============
Income per limited partner unit:
Continuing operations $ 0.10 $ 0.12
Discontinued operations 0.01 --
--------------- ---------------
$ 0.11 $ 0.12
=============== ===============
Weighted average number of limited partner
units outstanding 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
Quarter Ended Year Ended
March 31, December 31,
2004 2003
------------------- ------------------
General partners:
Beginning balance $ 238,417 $ 238,417
Net income -- --
------------------- ------------------
238,417 238,417
------------------- ------------------
Limited partners:
Beginning balance 24,044,694 25,332,203
Net income 395,858 1,862,495
Distributions ($0.23 and $0.90 per limited partner
unit, respectively) (787,501) (3,150,004)
------------------- ------------------
23,653,051 24,044,694
------------------- ------------------
Total partners' capital $ 23,891,468 $ 24,283,111
=================== ==================
See accompanying notes to condensed financial statements.
CNL INCOME FUND IX, LTD.
(A Florida Limited Partnership)
CONDENSED STATEMENTS OF CASH FLOWS
Quarter Ended
March 31,
2004 2003
--------------- ----------------
Net cash provided by operating activities $ 657,950 $ 673,737
--------------- ----------------
Cash flows from investing activities:
Proceeds from sale of assets 526,388 286,544
Collections on mortgage notes receivable 177,794 4,879
--------------- ----------------
--------------- ----------------
Net cash provided by investing activities 704,182 291,423
--------------- ----------------
Cash flows from financing activities:
Distributions to limited partners (787,501) (787,501)
Distributions to holder of minority interest (10,669) (10,660)
--------------- ----------------
Net cash used in financing activities (798,170) (798,161)
--------------- ----------------
Net increase in cash and cash equivalents 563,962 166,999
Cash and cash equivalents at beginning of quarter 1,503,707 1,914,240
--------------- ----------------
Cash and cash equivalents at end of quarter $ 2,067,669 $ 2,081,239
=============== ================
Supplemental schedule of non-cash financing activities:
Distributions declared and unpaid at end of
quarter $ 787,501 $ 787,501
=============== ================
See accompanying notes to condensed financial statements.
CNL INCOME FUND IX, LTD.
(A Florida Limited Partnership)
NOTES TO CONDENSED FINANCIAL STATEMENTS
Quarters Ended March 31, 2004 and 2003
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 ended March 31, 2004 may not be indicative of
the results that may be expected for the year ending December 31, 2004.
Amounts as of December 31, 2003, 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, 2003.
The Partnership accounts for its 60% interest in Katy Joint Venture
using the consolidation method. Minority interest represents the
minority joint venture partner's proportionate share of the equity in
the joint venture. All significant intercompany accounts and
transactions have been eliminated.
In December 2003, the Financial Accounting Standards Board issued a
revision to FASB Interpretation No. 46 (originally issued in January
2003) ("FIN 46R"), "Consolidation of Variable Interest Entities"
requiring existing unconsolidated variable interest entities to be
consolidated by their primary beneficiaries. The primary beneficiary of
a variable interest entity is the party that absorbs a majority of the
entity's expected losses, receives a majority of its expected residual
returns, or both, as a result of holding variable interests, which are
the ownership, contractual, or other pecuniary interests in an entity
that change with changes in the fair value of the entity's net assets
excluding variable interests. Prior to FIN 46R, a company generally
included another entity in its financial statements only if it
controlled the entity through voting interests. Application of FIN 46R
is required in financial statements of public entities that have
interests in variable interest entities for periods ending after March
15, 2004. The Partnership has adopted FIN 46R as of March 31, 2004,
which resulted in the consolidation of a certain previously
unconsolidated joint venture. FIN 46R does not require, but does permit
restatement of previously issued financial statements. The Partnership
has restated prior year's financial statements to maintain
comparability between the periods presented. These restatements had no
effect on partners' capital or net income.
2. Reclassification
Certain items in the prior year's financial statements have been
reclassified to conform to 2004 presentation. These reclassifications
had no effect on total partners' capital or net income.
3. Discontinued Operations
In July 2002, the Partnership entered into an agreement to sell its
vacant property in Wildwood, Florida. The contract was subsequently
terminated and during the quarter ended March 31, 2004, the Partnership
received $7,500 as consideration for terminating the contract. During
2003, the Partnership entered into a new contract to sell this
property. In February 2004, the Partnership sold the property to a
third party and received net sales proceeds of approximately $526,400
resulting in a gain on disposal of discontinued operations of
approximately $12,100. The Partnership had recorded provisions for
write-down of assets in previous years relating to this property. In
March 2004, the Partnership entered into an agreement to sell its
property in Greenville, Tennessee and reclassified the asset 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.
CNL INCOME FUND IX, LTD.
(A Florida Limited Partnership)
NOTES TO CONDENSED FINANCIAL STATEMENTS
Quarters Ended March 31, 2004 and 2003
3. Discontinued Operations - Continued
The following presents the operating results of the discontinued
operations for these two properties, along with the property in Grand
Prairie, Texas that was sold in February 2003.
Quarter Ended
March 31,
2004 2003
---------------- --------------
Rental revenues $ 14,174 $ 13,174
Other income 7,500 --
Expenses (3,673) (11,380)
---------------- --------------
Income from discontinued
operations $ 18,001 $ 1,794
================ ==============
4. Mortgage Notes Receivable
In January 2004, the Partnership received a balloon payment of
approximately $176,500 relating to the mortgage note receivable for the
property in Alliance, Ohio. This amount represented the total
outstanding principal and interest balances.
The general partners believe that the estimated fair values of mortgage
notes receivable at March 31, 2004, approximate the outstanding
principal amount based on estimated current rates at which similar
loans would be made to borrowers with similar credit and for similar
maturities.
5. Concentration of Credit Risk
The following schedule presents total rental revenues from individual
lessees, each representing more than 10% of the Partnership's total
rental revenues and mortgage interest income (including total rental
revenues from the consolidated joint venture and the Partnership's
share of total rental revenues from unconsolidated joint ventures and
properties held as tenants-in-common with affiliates of the general
partners) for each of the periods ended March 31:
2004 2003
--------------- -----------------
Carrols Corp. and Texas Taco Cabana, LP
(under common control of Carrols Corp.) $ 156,780 $ 182,786
Golden Corral Corporation 126,338 124,502
Burger King Corporation and BK
Acquisition, Inc. (under common
control of Burger King Corporation) 109,068 111,122
CNL INCOME FUND IX, LTD.
(A Florida Limited Partnership)
NOTES TO CONDENSED FINANCIAL STATEMENTS
Quarters Ended March 31, 2004 and 2003
5. Concentration of Credit Risk - Continued
In addition, the following schedule presents total rental revenues from
individual restaurant chains, each representing more than 10% of the
Partnership's total rental revenues and mortgage interest income
(including total rental revenues from the consolidated joint venture
and the Partnership's share of total rental revenues from
unconsolidated joint ventures and properties held as tenants-in-common
with affiliates of the general partners) for each of the periods ended
March 31:
2004 2003
------------- -------------
Burger King $ 242,592 $ 271,102
Golden Corral Buffet and Grill 126,338 124,502
Taco Cabana 74,157 74,157
Although the Partnership's properties are geographically diverse
throughout the United States and the Partnership's lessees operate a
variety of restaurant concepts, default by any one of these lessees or
restaurant chains will significantly impact the results of operations
of the Partnership if the Partnership is not able to re-lease the
properties in a timely manner.
6. Commitment
In March 2004, the Partnership entered into an agreement with a third
party to sell the property in Greenville, Tennessee.
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 March 31, 2003,
the Partnership owned 20 Properties directly and 16 Properties indirectly
through joint venture or tenancy in common arrangements. As of March 31, 2004,
the Partnership owned 19 Properties directly and 16 Properties indirectly
through joint venture or tenancy in common arrangements.
Capital Resources
Net cash provided by operating activities was $657,950 and $673,737 for
the quarters ended March 31, 2004 and 2003, respectively. Other sources and uses
of cash included the following during the quarter ended March 31, 2004.
As of December 31, 2003, the Partnership had accepted two promissory
notes in connection with the 2000 sale of two of its Properties. In January
2004, the Partnership received a balloon payment of approximately $176,500
relating to the mortgage note receivable for the Property in Alliance, Ohio.
This amount represented the total outstanding principal and interest balances.
In February 2004, the Partnership sold its Property in Wildwood,
Florida, to a third party and received net sales proceeds of approximately
$526,400, resulting in a gain on disposal of discontinued operations of
approximately $12,100. The Partnership had recorded provisions for write-down of
assets in previous years relating to this asset. The Partnership intends to
reinvest these proceeds in an additional Property or to pay liabilities of the
Partnership as needed.
At March 31, 2004, the Partnership had $2,067,669 in cash and cash
equivalents, as compared to $1,503,707 at December 31, 2003. At March 31, 2004,
these funds were held in demand deposit accounts at a commercial bank. The
increase in cash and cash equivalents at March 31, 2004 was primarily a result
of the Partnership holding sales proceeds and the balloon payment relating to
the mortgage note receivable that was prepaid in January. The funds remaining at
March 31, 2004, after the payment of distributions and other liabilities, will
be used to invest in additional Properties 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
quarter ended March 31, 2004 a portion of the remaining sales proceeds from
prior years, the Partnership declared distributions to limited partners of
$787,501 for each of the quarters ended March 31, 2004 and 2003. This represents
distributions of $0.23 per unit for each of the quarters ended March 31, 2004
and 2003. No distributions were made to the general partners for the quarters
ended March 31, 2004 and 2003. No amounts distributed to the limited partners
for the quarters ended March 31, 2004 and 2003 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 $954,944 at
March 31, 2004, as compared to $898,662 at December 31, 2003. The increase in
total liabilities was partially due to an increase in amounts due to related
parties and an increase in accounts payable and accrued expenses. The general
partners believe that the Partnership has sufficient cash on hand to meet its
current working capital needs.
Contractual Obligations, Contingent Liabilities, and Commitments
In March 2004, the Partnership entered into an agreement to sell its
Property in Greenville, Tennessee. As of May 3, 2004, the sale had not occurred.
The Partnership has no contractual obligations or contingent
liabilities as of March 31, 2004.
Long-Term Liquidity
The Partnership has no long-term debt or other long-term liquidity
requirements.
Results of Operations
Rental revenues from continuing operations were $468,912 during the
quarter ended March 31, 2004, as compared to $470,883 during the same period of
2003. Rental revenues from continuing operations remained constant because the
changes in the Property portfolio related to the Properties that were accounted
for as discontinued operations.
During the quarters ended March 31, 2004 and 2003, the Partnership did
not record rental revenues relating to the Property in North Baltimore, Ohio. In
August 2002, the tenant of this Property 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 until the
Partnership is able to re-lease it.
In December 2003, Waving Leaves, Inc., the tenant of the Property in
Wooster, Ohio filed for Chapter 11 bankruptcy protection and rejected the one
lease it has with the Partnership. As of May 3, 2004, the Partnership has
received from the guarantor all rental payments relating to this lease. The lost
revenues that would result if the guarantor were to cease making rental payments
would have an adverse effect on the results of operations of the Partnership if
the Partnership is not able to re-lease the Property in a timely manner.
The Partnership earned $1,507 in contingent rental income during the
quarter ended March 31, 2004, as compared to $22,953 during the same period of
2003. The decrease in contingent rental income during 2004 was due to a decrease
in reported gross sales of the restaurants with leases that require the payment
of contingent rental income. The Partnership earned $6,644 in interest and other
income during the quarter ended March 31, 2004, as compared to $10,375 during
the same period of 2003.
The Partnership earned $144,289 attributable to net income earned by
unconsolidated joint ventures during the quarter ended March 31, 2004, as
compared to $149,810 during the same period of 2003. These amounts remained
constant, because there were no changes in the Property portfolio owned by the
joint ventures and the tenancies in common.
During the quarter ended March 31, 2004, three of the Partnership's
lessees (or group of affiliated lessees), (i) Carrols Corporation and Texas Taco
Cabana, LP (which are affiliated entities under common control) (hereinafter
referred to as Carrols Corp.), (ii) Burger King Corporation and BK Acquisition,
Inc. (which are affiliated entities under common control) (hereinafter referred
to as Burger King Corp.) and (iii) Golden Corral Corporation, each contributed
more than ten percent of total rental revenues and mortgage interest income
(including total rental revenues from the consolidated joint venture and the
Partnership's share of total rental revenues from unconsolidated joint ventures
and Properties held as tenants-in-common with affiliates of the general
partners). It is anticipated that, based on the minimum rental payments required
by the leases, each of these lessees will continue to contribute more than ten
percent of the total rental revenues in 2004. In addition, three restaurant
chains, Burger King, Golden Corral Buffet and Grill, and Taco Cabana, each
accounted for more than ten percent of total rental revenues and mortgage
interest during 2003 (including total rental revenues from the consolidated
joint venture and the Partnership's share of total rental revenues from
unconsolidated joint ventures and Properties held as tenants-in-common with
affiliates of the general partners). It is anticipated that these three
restaurant chains will each continue to account for more than ten percent of the
total rental revenues to which the Partnership is entitled under the terms of
its leases in 2004. Any failure of these lessees or restaurant chains will
materially affect the Partnership's operating results if the Partnership is not
able to re-lease the Properties in a timely manner.
Operating expenses, including depreciation and amortization expense,
were $246,335 during the quarter ended March 31, 2004, as compared to $221,803
during the same period of 2003. During the quarters ended March 31, 2004 and
2003, the Partnership incurred certain property related expenses, such as legal
fees, repairs and maintenance, insurance and real estate taxes relating to the
Property in North Baltimore, Ohio. The tenant of this Property terminated the
lease in 2002, as described above. The Partnership will continue to incur these
expenses relating to this Property until the Partnership is able to re-lease the
Property. The increase in operating expenses was also partially due to the
Partnership incurring additional general operating and administrative expenses,
including legal fees. The increase was partially offset by a decrease in the
amount of state tax expense relating to several states in which the Partnership
conducts business.
The Partnership recognized income from discontinued operations (rental
revenues less property related expenses) of $1,794 during the quarter ended
March 31, 2003, relating to the Properties in Grand Prairie, Texas, Wildwood,
Florida, and Greenville, Tennessee. The Partnership sold the Grand Prairie,
Texas Property in February 2003 and recorded a gain on disposal of discontinued
operations of approximately $300. The Partnership recognized income from
discontinued operations of $18,001 during the quarter ended March 31, 2004
relating to the Properties in Wildwood, Florida and Greenville, Tennessee.
Income from discontinued operations included $7,500 that the Partnership
received and recognized as income during the quarter ended March 31, 2004, as
consideration for terminating a 2002 contract to sell the Property in Wildwood,
Florida. In 2003, the Partnership entered into a new contract to sell this
Property and in February 2004 sold the Property and recorded a gain on disposal
of discontinued operations of approximately $12,100. The Partnership had
recorded provisions for write-down of assets in previous years relating to the
Properties in Grand Prairie, Texas and Wildwood, Florida. As of May 3, 2004, the
sale of the Property in Greenville, Tennessee had not occurred.
The general partners continuously evaluate strategic alternatives for
the Partnership, including alternatives to provide liquidity to the limited
partners.
In December 2003, the Financial Accounting Standards Board issued a
revision to FASB Interpretation No. 46 (originally issued in January 2003) ("FIN
46R"), "Consolidation of Variable Interest Entities" requiring existing
unconsolidated variable interest entities to be consolidated by their primary
beneficiaries. The primary beneficiary of a variable interest entity is the
party that absorbs a majority of the entity's expected losses, receives a
majority of its expected residual returns, or both, as a result of holding
variable interests, which are the ownership, contractual, or other pecuniary
interests in an entity that change with changes in the fair value of the
entity's net assets excluding variable interests. Prior to FIN 46R, a company
generally included another entity in its financial statements only if it
controlled the entity through voting interests. Application of FIN 46R is
required in financial statements of public entities that have interests in
variable interest entities for periods ending after March 15, 2004. The
Partnership has adopted FIN 46R as of March 31, 2004, which resulted in the
consolidation of a certain previously unconsolidated joint venture. FIN 46R does
not require, but does permit restatement of previously issued financial
statements. The Partnership has restated prior year's financial statements to
maintain comparability between the periods presented. These restatements had no
effect on partners' capital or net income.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
In January 2004, the Partnership received a balloon payment of
approximately $175,800 relating to the fixed rate mortgage note receivable from
the 2000 sale of the Property in Alliance, Ohio. This amount represented the
total outstanding principal balance. No other changes in the Partnership's
market risk occurred from December 31, 2003 through March 31, 2004. Information
regarding the Partnership's market risk at December 31, 2003 is included in its
Annual Report on Form 10-K for the year ended December 31, 2003.
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 March
31, 2004.
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 11th, day of May, 2004.
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