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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
[X] Annual report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 [Fee Required]
For the fiscal year ended December 31, 2000 or
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[_] Transition report pursuant to Section 13 or 15 (d) of the Securities
Exchange Act of 1934 [No Fee Required]
For the transition period from _____________________________to_________________
Commission file number 0-20103
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Wells Real Estate Fund IV, L. P.
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(Exact name of registrant as specified in its charter)
Georgia 58-1915128
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State or other jurisdiction of (I.R.S. Employer Identification Number)
incorporation or organization)
6200 The Corners Parkway, Suite 250 Norcross, GA 30092
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (770) 449-7800
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Securities registered pursuant to Section 12 (b) of the Act:
Title of each class Name of exchange on which registered
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NONE NONE
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Securities registered pursuant to Section 12 (g) of the Act:
Class A Unit
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(Title of Class)
Class B Unit
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(Title of Class)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No ____
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Aggregate market value of the voting stock held by non-affiliates:
Not Applicable
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PART I
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ITEM 1. BUSINESS
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General
Wells Real Estate Fund IV, L.P. (the "Partnership") is a Georgia public limited
partnership, having Leo F. Wells, III and Wells Partners, L.P., a non-public
limited partnership, as General Partners. The Partnership was organized on
October 25, 1990, under the laws of the state of Georgia, for the purpose of
acquiring, developing, constructing, owning, operating, improving, leasing and
otherwise managing for investment purposes income-producing commercial or
industrial properties.
On March 4, 1991, the Partnership commenced an offering of up to $25,000,000 of
Class A or Class B limited partnership units ($10.00 per unit) pursuant to a
Registration Statement on Form S-11 under the Securities Act of 1933. The
Partnership did not commence active operations until it received and accepted
subscriptions for 125,000 units which occurred on May 13, 1991. The offering was
terminated on February 29, 1992, at which time the partnership had obtained
total contributions of $13,614,652 representing subscriptions from 1,285 Limited
Partners.
The Partnership owns interests in properties through its equity ownership in the
following two joint ventures: (i) Fund III and Fund IV Associates, a joint
venture between the Partnership and Wells Real Estate Fund III, L.P. ( the "Fund
III - Fund IV Joint Venture"); and (ii) Fund IV and Fund V Associates, a joint
venture between the Partnership and Wells Real Estate Fund V, L.P. (the
"Fund IV-Fund V Joint Venture").
As of December 31, 2000, the Partnership owned interests in the following
properties through its ownership of the foregoing joint ventures: (i) a retail
shopping center located in Stockbridge, Georgia, (the "Stockbridge Village
Shopping Center"), which is owned by the Fund III - Fund IV Joint Venture; (ii)
a two-story office building located in Richmond, Virginia (the "Reciprocal Group
Building, formerly known as the G.E. Building/Richmond"), which is owned by the
Fund III - Fund IV Joint Venture; (iii) two substantially identical two-story
office buildings located in Clayton County, Georgia (the "Village Overlook
Property"), which are owned by the Fund IV - Fund V Joint Venture, and (iv) a
four-story office building located in Jacksonville, Florida (the "IBM
Jacksonville Project"), which is owned by the Fund IV - Fund V Joint Venture.
All of the foregoing properties were acquired on an all cash basis and are
described in more detail in Item 2, below.
Employees
The Partnership has no direct employees. The employees of Wells Capital, Inc.,
the sole general partner of Wells Partners, L.P., a General Partner of the
Partnership, perform a full range of real estate services including leasing and
property management, accounting, asset management and investor relations for the
Partnership. See Item 11 - "Compensation of General Partners and Affiliates" for
a summary of the fees paid to the General Partners and their affiliates during
the fiscal year ended December 31, 2000.
2
Insurance
Wells Management Company, Inc., an affiliate of the General Partners, carries
comprehensive liability and extended coverage with respect to all the properties
owned directly or indirectly by the Partnership. In the opinion of management of
the registrant, the properties are adequately insured.
Competition
The Partnership will experience competition for tenants from owners and managers
of competing projects which may include the General Partners and their
affiliates. As a result, the Partnership may be required to provide free rent,
reduced charges for tenant improvements and other inducements, all of which may
have an adverse impact on results of operations. At the time the Partnership
elects to dispose of its properties, the Partnership will also be in competition
with sellers of similar properties to locate suitable purchasers for its
properties.
ITEM 2. PROPERTIES.
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The Partnership owns interest in four properties through its investment in joint
ventures of which three are office buildings and one is a retail building. The
Partnership does not have control over the operations of the joint ventures;
however, it does exercise significant influence. Accordingly, investment in
joint ventures is recorded on the equity method. As of December 31, 2000, these
properties were 79.15% occupied, as compared to 91.72% at December 31, 1999 and
97% at December 31, 1998.
The following table shows lease expirations during each of the next ten years
for all leases as of December 31, 2000, assuming no exercise of renewal options
or termination rights:
Partnerships
Year of Number of Annualized Share of Percentage of Percentage of
Lease Leases Square Gross Base Annualized Total Square Total Annualized
Expiration Expiring Feet Expiring Rent(1) Gross Base Rent(1) Feet Expiring Base Rent
- --------------------------------------------------------------------------------------------------------------------------------
2001 1 1,750 27,125 11,607 0.86% 1.20%
2002 11 35,853 493,779 207,615 17.70% 21.77%
2003(2) 8 84,783 598,034 231,952 41.85% 26.36%
2004 4 10,664 198,753 76,231 5.26% 8.76%
2005 9 21,426 279,057 111,727 10.58% 12.30%
2006 0 0 0 0 0.0% 0.00%
2007 0 0 0 0 0.0% 0.00%
2008 1 5,124 93,341 39,941 2.53% 4.11%
2009(3) 1 43,000 578,340 247,472 21.22% 25.50%
2010 0 0 0 0 0.00% 0.00%
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35 202,600 2,268,429 926,545 100% 100.00%,
(1) Average monthly gross rent over the life of the lease, annualized.
3
(2) Expiration of IBM with 68,100 square feet at the Jacksonville Project.
(3) Expiration of Reciprocal Group with 43,000 square feet.
The following describes the properties in which the Partnership owns an interest
as of December 31, 2000:
Fund III - Fund IV Joint Venture
- --------------------------------
On March 27, 1991, the Partnership and Wells Real Estate Fund III, L.P. ("Wells
Fund III"), a Georgia public limited partnership having Leo F. Wells, III and
Wells Capital, Inc., a Georgia corporation, as General Partners, formed a joint
venture known as Fund III and Fund IV Associates (the "Fund III-Fund IV Joint
Venture"). The investment objectives of Wells Fund III are substantially
identical to those of the Partnership. The Partnership holds an approximate
42.8% of equity interest in the Fund III-Fund IV Joint Venture which includes a
multi-tenant retail center and an office building. As of December 31, 2000, the
Partnership had contributed $6,415,731 and Wells Fund III had contributed
$8,357,551 for total contributions of $14,773,282 to the Fund III-Fund IV Joint
Venture. The Partnership owns interests in the following two properties through
the Fund III-Fund IV Joint Venture:
The Stockbridge Property / Fund III - Fund IV Joint Venture
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On April 4, 1991, the Fund III-Fund IV Joint Venture purchased 13.62 acres of
real property located in Clayton County, Georgia for the purchase price of
$3,057,729, including acquisition costs, for the purpose of developing,
constructing and operating a shopping center known as the Stockbridge Village
Shopping Center (the "Stockbridge Property"). The Stockbridge Property consists
of a multi-tenant shopping center containing approximately 112,891 square feet
of which approximately 64,097 square feet is occupied by the Kroger Company, a
retail grocery chain. This is the only tenant which occupies more than ten
percent of the rentable square feet. The lease with Kroger Company is for an
initial term of 20 years commencing November 14, 1991, with an option to extend
for four consecutive five year periods at the same rental rate as the original
lease. The annual base rent payable under the Kroger lease during the initial
term is $492,692. The remaining 48,794 square feet is comprised of 12 separate
retail spaces and 3 free-standing retail buildings. As of December 31, 2000, the
Partnership had contributed a total of $5,114,502 and Wells Fund III had
contributed a total of $4,574,247 to fund the total costs of approximately
$9,688,749 to fund the acquisition and development of the Stockbridge Property.
The occupancy rate at the year end for the Stockbridge Property was 100% in
2000, 95% in 1999 and 100% in 1998. The average effective annual rental per
square foot at the Stockbridge Property was $11.29 for 2000, $11.23 for 1999,
$10.82 for 1998 and $9.86 for 1997 and $9.59 for 1996.
4
The Reciprocal Group Building, previously known as G.E. Building/Richmond / Fund
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III - Fund IV Joint Venture
- ---------------------------
The Reciprocal Group Building is a two-story office building containing
approximately 43,000 square feet located in Richmond, Virginia which was
acquired by the Fund III-Fund IV Joint Venture on July 1, 1992, for a purchase
price of $4,687,600. As of December 31, 2000, a total of $5,084,533 had been
incurred for the acquisition of the Reciprocal Group Building. Of this amount,
the Partnership contributed $3,783,304 and Wells Fund III contributed $1,301,229
to the Fund III-Fund IV Joint Venture.
The G.E. lease expired March 31, 2000. On October 4, 2000, a lease was executed
for the entire building to the Reciprocal Group for a term of eight years with
occupancy expected in February, 2001. The annual base rent payable for 2001 is
$520,300. The cost for new tenant buildout is anticipated to be approximately
$1,270,000 of which the Partnership has funded $178,743.
The occupancy rate at the Reciprocal Group Building was 0% at December 31, 2000
and 100% at December 31, 1999 and 1998. The average effective annual rental per
square foot at the Reciprocal Group Building is $3.07 for 2000 and $12.27 for
1999, 1998, 1997 and 1996.
Fund IV - Fund V Joint Venture
- ------------------------------
On April 14, 1992, the Partnership and Wells Real Estate Fund V, L.P. ("Wells
Fund V"), a Georgia public limited partnership affiliated with the Partnership
through common general partners, entered into a joint venture agreement known as
Fund IV and Fund V Associates (the "Fund IV - Fund V Joint Venture"). The
investment objectives of Wells Fund V are substantially identical to those of
the Partnership. As of December 31, 2000, the Partnership had contributed
approximately $4,837,041 to the Fund IV - V Joint Venture, and Wells Fund V had
contributed approximately $8,032,509. The Partnership holds on approximate 38%
equity interest, and Wells Fund V holds an approximate 62% equity interest in
the Fund IV-Fund V Joint Venture.
The Partnership owns interests in the following two properties through the Fund
IV - Fund V Joint Venture:
The Jacksonville Property
- -------------------------
On June 8, 1992, the Fund IV-Fund V Joint Venture acquired 5.676 acres of real
property located in Jacksonville, Florida at a purchase price of $1,360,000 for
the purpose of developing, constructing, and operating a four-story office
building containing approximately 87,600 square feet (the "Jacksonville
Property"). As of December 31, 2000, the Partnership contributed $3,479,750 and
Wells Fund V contributed $5,000,116 to the Fund IV-Fund V Joint Venture to fund
the acquisition and development of the Jacksonville Property.
The Jacksonville Property is leased primarily by International Business Machines
Corporation ("IBM"), a computer sales and service corporation, and Customized
Transportation, Inc. ("CTI"), a division of CSX Railroad, a transportation
corporation.
5
The initial term of the IBM lease containing 68,100 square feet is 9 years and
11 months and commenced upon completion of the building in June 1993, with an
option to extend the initial lease for two consecutive five-year periods. The
annual base rent payable under the IBM lease during the initial term is
$1,122,478 payable in equal monthly installments of $93,540. IBM is also
required to pay additional rent equal to its share of operating expenses during
the lease term.
The term of the CTI lease containing 23,869 square feet is 8 years and commenced
in March, 1994. The annual base rent payable under the CTI lease is $325,965.
The CTI lease, which expires February 28, 2001, was extended through March 31,
2002 for an annual base rent of $501,249.
The occupancy rates at the year end for the Jacksonville Property were 93% for
2000 and 94% in 1999 and 1998. The average effective annual rental per square
foot at the Jacksonville Property was $16.46 for 2000, $16.80 for 1999 and $6.69
for 1998.
The Village Overlook Property (formerly the Medical Center Property)
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On September 14, 1992, the Fund IV-Fund V Joint Venture acquired 2.655 acres of
real property in Stockbridge, Georgia for $440,000 for the purpose of
constructing two substantially identical two-story office buildings containing
approximately 17,847 rentable square feet each (the "Village Overlook
Property"). As of December 31, 2000, the Partnership had contributed $1,357,291
and Wells Fund V had contributed $3,032,393 to the Fund IV-Fund V Joint Venture
for the acquisition and development of the Village Overlook Property.
The occupancy rate at the year end for the Village Overlook Project at the end
of the year was 78% in 2000, 62% in 1999 and 92% in 1998. The average effective
annual rental per square foot at the Village Overlook Project was $15.90 for
2000, $12.75 for 1999, $13.46 for 1998, $10.93 for 1997 and $11.83 for 1996.
6
ITEM 3. LEGAL PROCEEDINGS.
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There were no material pending legal proceedings or proceedings known to be
contemplated by governmental authorities involving the Partnership during 2000.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
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No matters were submitted to a vote of the Limited Partners during the year of
2000.
PART II
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ITEM 5. MARKET FOR PARTNERSHIP'S UNITS AND RELATED SECURITY HOLDER MATTERS.
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As of February 28, 2001, the Partnership had 1,322,909 outstanding Class A Units
held by a total of 1,273 Limited Partners and 38,551 outstanding Class B Units
held by a total of 20 Limited Partners. The capital contribution per unit is
$10.00. There is no established public trading market for the Partnership's
limited partnership units, and it is not anticipated that a public trading
market for the units will develop. Under the Partnership Agreement, the General
Partners have the right to prohibit transfers of units.
The General Partners have estimated the investment value of properties held by
the Partnership, as of December 31, 2000, to be $11.13 per Class A unit and
$16.24 per Class B unit based on market conditions existing in early December,
2000. The methodology used for this valuation was to estimate the amount a
holder of Partnership Units would receive if the Partnership's properties were
all sold in the ordinary course of business as of December 31, 2000, and the
proceeds from such sales (without reduction for selling expenses), together with
Partnership funds held as of such date, were distributed in a liquidation of the
Partnership. This value was confirmed as reasonable by an independent MAI
appraiser, David L. Beal Company, although no actual MAI appraisal was performed
due to the inordinate expense involved with such an undertaking. The valuation
does not include any fractional interest valuation.
Cash available for distribution to the Limited Partners is distributed on a
quarterly basis unless Limited Partners select to have their cash distributions
paid monthly. Under the Partnership Agreement, distributions are allocated first
to the Limited Partners holding Class A Units until they have received cash
distributions in each fiscal year of the Partnership equal to 10% of their
adjusted capital contribution. After this preference is satisfied, the General
Partners will receive an amount of Net Cash from Operations equal to one-tenth
of the total amount of Net Cash from Operations distributed. After, the Limited
Partners holding Class A Units will receive 90% of Net Cash from Operations, and
the General Partners will receive 10%. No Net Cash from Operations will be
distributed to Limited Partners holding Class B Units. Cash distributions made
to the Limited Partners holding Class A Units for the two most recent fiscal
years were as follows:
7
Class A Per Class A Per Class A Per Class B
Unit Unit Unit Unit
Distributions For Total Cash Investment Return of Return of General
Quarter Ended Distribution Income Capital Capital Partner
------------------------------------------------------------------------------------------------
March 31, 1999 $261,712 $ 0.11 $ 0.09 $ 0.00 $ 0.00
June 30, 1999 $265,723 $ 0.14 $ 0.06 $ 0.00 $ 0.00
Sept. 30, 1999 $264,935 $ 0.09 $ 0.11 $ 0.00 $ 0.00
Dec. 31, 1999 $265,014 $ 0.11 $ 0.09 $ 0.00 $ 0.00
March 31, 2000 $206,144 $ 0.09 $ 0.07 $ 0.00 $ 0.00
June 30, 2000 $ 0 $ 0.00 $ 0.00 $ 0.00 $ 0.00
Sept. 30, 2000 $ 0 $ 0.00 $ 0.00 $ 0.00 $ 0.00
Dec. 31, 2000 $ 0 $ 0.00 $ 0.00 $ 0.00 $ 0.00
The cash distributions to Limited Partners holding Class A units were
substantially reduced in 2000 due to the vacancy at the Reciprocal Group
Building, previously known as the G.E. Building and the cost necessary to lease
up the property as previously discussed. Distributions have been reserved for
the 2nd, 3rd and 4th quarters of 2000 to fund these costs.
[Remainder of this page left intentionally blank]
8
ITEM 6. SELECTED FINANCIAL DATA.
---------------------------------
The following sets forth a summary of the selected financial data for the fiscal
years ended December 31, 2000, 1999, 1998, 1997 and 1996.
2000 1999 1998 1997 1996
---- ---- ---- ---- ----
Total assets $ 9,644,595 $ 9,758,573 $10,191,338 $10,578,235 $11,003,435
Total revenues 428,694 684,024 655,837 589,451 555,955
Net income 357,405 608,712 574,034 519,907 482,495
Net (loss) allocated
to General Partners - -
Net income allocated to
Class A Limited Partners 357,405 608,712 574,034 519,907 482,495
Net loss allocated to
Class B Limited Partners 0 0 0 0 0
Net income per
Class A
Limited Partner Unit .27 .46 .43 .39 .36
Net loss per
Class B
Limited Partner Unit 0 0 0 0 0
Cash Distributions per
Class A Limited Partner
Unit:
Investment Income .09 .45 .43 .39 .36
Return of Capital .07 .35 .30 .33 .32
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS
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OF OPERATION.
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The following discussion and analysis should be read in conjunction with the
selected financial data and the accompanying financial statements of the
Partnership and notes thereto. This Report contains forward-looking statements,
within the meaning of Section 27A of the Securities Act of 1933 and 21E of the
Securities Exchange Act of 1934, including discussion and analysis of the
financial condition of the Partnership, anticipated capital expenditures
required to complete certain projects, amounts of cash distributions anticipated
to be distributed to Limited Partners in the future and certain other matters.
Readers of this Report should be aware that there are various factors that could
cause actual results to differ materially from any forward-looking statement
made in this Report, which include construction costs which may exceed
estimates, construction delays, lease-up risks, inability to obtain new tenants
upon the expiration of existing leases, and the potential need to fund tenant
improvements or other capital expenditures out of operating cash flow.
9
Results of Operations and Changes in Financial Conditions
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General
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Gross revenues of the Partnerships were $428,694 for the year ended December 31,
2000, as compared to $684,024 for the year ended December 31, 1999 and $655,837
for the year ended December 31, 1998. The decrease in 2000, as compared to 1999
and 1998, was due primarily to decreased earnings from the joint ventures which
was a result of decreased occupancy at the Reciprocal Group Building, previously
known as the G.E. Building/Richmond, in 2000.
Expenses of the Partnership decreased slightly to $71,289 in 2000, as compared
to $75,312 in 1999 and $81,803 in 1998. The decrease in 2000, as compared to
1999, was due to slight fluctuations in all areas of administrative costs.
As a result, net income of the Partnership decreased to $357,405 for the fiscal
year ended December 31, 2000, as compared to $608,712 for the fiscal year ended
December 31, 1999 and $574,034 for the fiscal year ended December 31, 1998.
The Partnership made cash distributions to the Limited Partners holding Class A
Units of $.16 per Class A Unit for the year ended December 31, 2000, $.80 per
Class A Unit for the year ended December 31, 1999 and $.73 for the year ended
December 31, 1998. No cash distributions were made to the Limited Partners
holding Class B Units or to the General Partners for the fiscal years ended
December 31, 2000, 1999 and 1998. The decrease in distributions for 2000 is the
result of distributions being reserved for the 2nd, 3rd, and 4th quarters due to
the vacancy at the Reciprocal Building and the costs necessary to lease up the
property.
10
Property Operations
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As of December 31, 2000, the Partnership's ownership interest in Fund III - Fund
IV was 42.8% and in Fund IV - Fund V was 37.7%.
As of December 31, 2000, the Partnership owned interests through interests in
joint ventures in the following operational properties:
The Stockbridge Village Shopping Center / Fund III - Fund IV Joint Venture
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For the Year Ended December 31
------------------------------
2000 1999 1998
---- ---- ----
Revenues:
Rental income $1,274,082 $1,267,823 $1,222,417
Interest income 4,921 11,790 9,368
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1,279,003 1,279,613 1,231,785
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Expenses
Depreciation 362,062 355,737 346,144
Management & leasing expenses 124,104 117,889 114,581
Other operating expenses 49,465 9,687 83,952
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535,631 483,313 554,677
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Net income 743,372 796,300 687,108
========== ========== ==========
Occupied % 100% 95% 100%
Partnership's Ownership % in the
Fund III-Fund IV Joint Venture 42.8% 42.8% 42.7%
Cash distribution to the Partnership $ 451,490 $ 493,834 $ 422,071
Net income allocated to the
Partnership $ 318,075 $ 340,596 $ 293,281
Rental income increased for the year ended December 31, 2000, as compared to
1999 and 1998, due to increased occupancy and increased rental renewal rates.
Other operating expenses increased due primarily to differences in adjustment
for prior year common area maintenance billings to tenants and increased
expenditures for depreciation and management and leasing expenses. Tenants are
billed an estimated amount for the current year common area maintenance which is
then reconciled the following year and the difference billed to the tenant.
Distributions were lower in 2000, as compared to 1999 due primarily to the
decreased net income and payments of tenant improvements of $47,000 in 2000.
Real estate taxes were $111,481 for 2000, $109,806 for 1999 and $110,891 for
1998.
11
The Partnership's ownership in the Fund III - Fund IV Joint Venture increased in
1999, as compared to 1998, due to additional fundings in 1999 by the
Partnership, which decreased the Partnership's ownership in the Fund III - Fund
IV Joint Venture.
For comments on the general competitive conditions to which the property may be
subject, See Item 1, Business, Page 2. For additional information on tenants,
etc. refer to Item 2, Properties, Page 3.
The Reciprocal Group Building, formerly known as the G.E. Building/Richmond /
- -----------------------------------------------------------------------------
Fund III - Fund IV Joint Venture
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For the Year Ended December 31
------------------------------
2000 1999 1998
---- ---- ----
Revenues:
Rental income $ 131,856 $ 527,425 $ 527,425
--------- --------- ---------
Expenses
Depreciation 196,220 196,220 196,220
Management & leasing expenses 10,179 40,631 40,300
Other operating expenses 162,740 18,164 18,876
--------- --------- ---------
369,139 255,015 255,396
--------- --------- ---------
Net (loss) income $(237,283) $ 272,410 $ 272,029
========= ========= =========
Occupied % 0% 100% 100%
Partnership's Ownership % in the
Fund III-Fund IV Joint Venture 42.8% 42.8% 42.7%
Cash distribution to the Partnership $ 0 $ 215,058 $ 209,957
Net (loss) income allocated to the
Partnership $(101,529) $ 116,508 $ 116,111
Rental income, net income and cash distributions generated from the Reciprocal
Group Building decreased for the year ended December 31, 2000, as compared to
the same periods in 1999, due primarily to G.E.'s lease expiration on March 31,
2000. Other operating expenses have increased due to the fact that G.E. no
longer reimburses for the buildings operating costs such as property taxes,
electricity and various other expenses. As of October 4, 2000, the entire
building has been leased to The Reciprocal Group for a term of eight years with
occupancy and rental income commencing in early February, 2001. At this time,
the cost for new tenant buildout and building maintenance is anticipated to be
approximately $1,270,000, of which the Partnership has funded $178,743.
Real estate taxes were $39,972 for 2000. In prior years, G.E. paid the real
estate taxes directly.
12
For comments on the general competitive conditions to which the property may be
subject, See Item 1, Business, Page 2. For additional information on tenants,
etc. refer to Item 2, Properties, Page 3.
The Jacksonville Property/Fund IV-Fund V Joint Venture
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For the Year Ended December 31
----------------------------------------------------------------------
2000 1999 1998
---- ---- ----
Revenues:
Rental income $1,442,096 $1,471,572 $1,461,916
---------- ---------- ----------
Expenses
Depreciation 320,772 319,508 318,096
Management & leasing expenses 209,474 205,987 190,928
Other operating expenses 435,876 363,344 401,622
---------- ---------- ----------
966,122 888,839 910,646
---------- ---------- ----------
Net income $ 475,974 $ 582,733 $ 551,270
========== ========== ==========
Occupied % 94% 94% 94%
Partnership's Ownership % 37.7% 37.6% 37.6%
Cash Distribution to the Partnership $ 329,920 $ 362,579 $ 305,442
Net Income Allocated to the
Partnership $ 179,284 $ 218,959 $ 207,402
Rental income for the IBM Jacksonville Property decreased slightly in 2000, as
compared to 1999 and 1998, even though occupancy remained the same due to
holdover rent from 1998 received in 1999 from a tenant subleasing space from
IBM. Operating expenses increased in 2000, over 1999, due to substantial
increase in the areas of repairs and maintenance of the irrigation system, the
parking lot lighting and some common areas in the building during the second
quarter of 2000, but decreased in 1999, as compared to 1998 due primarily to
savings in various building operating expenses.
The Jacksonville Property incurred property taxes of $181,064 for 2000, $182,936
for 1999 and $188,333 for 1998.
Net income allocated to the Partnership decreased in 2000, as compared to 1999
and 1998 due primarily to increased repairs and maintenance costs. Cash
distributions decreased for 2000 as compared to 1999 and 1998. The Partnership's
ownership in the Fund IV-V Joint Venture increased in 2000, as compared to 1998,
due to additional fundings for tenant improvement to the Joint Venture.
13
For comments on the general competitive conditions to which the property may be
subject, See Item 1, Business, Page 2. For additional information on tenants,
etc. refer to Item 2, Properties, Page 3.
The Village Overlook Properties/Fund IV-Fund V Joint Venture
- ------------------------------------------------------------
For the Year Ended December 31
------------------------------
2000 1999 1998
---- ---- ----
Revenues:
Rental income $560,861 $454,971 $480,419
Interest income 10,461 10,436 12,908
-------- -------- --------
571,322 465,407 493,327
-------- -------- --------
Expenses
Depreciation 188,033 181,448 178,095
Management & leasing expenses 60,179 54,363 61,950
Other operating expenses 253,086 211,837 170,664
-------- -------- --------
501,298 447,648 410,709
-------- -------- --------
Net income (loss) $ 70,024 $ 17,759 $ 82,618
======== ======== ========
Occupied % 78% 62% 92%
Partnership's Ownership % in the
Fund IV-Fund V Joint Venture 37.7% 37.6% 37.6%
Cash Distribution to the Partnership $ 60,097 $ 59,937 $109,665
Net Income (loss) Allocated to the
Partnership $ 26,376 $ 6,673 $ 31,076
Rental income for the Village Overlook Property increased in 2000, over 1999 and
1998 due to increased in the occupancy over 1999, but due to increased rental
rates over 1998. Occupancy increased to 78% in 2000, as compared to 62% in 1999,
but decreased from the 1998 high of 92%. All efforts are being made by the
Partnership to lease the remaining 7,782 square feet of vacant space. Operating
expenses increased in 2000 as compared to 1999 and 1998 due to a substantial
increase in repairs and maintenance costs associated with common floor space.
Net income increased in 2000, as compared to 1999, due primarily to the increase
in rental income.
Even though net income increased, cash distributions remained stable as compared
to 1999 due to capital improvements being funded from cash flow. The
Partnership's ownership interest increased due to the contribution of cash
fundings for tenant improvements. The Village Overlook Properties incurred
property taxes of $39,100 for 2000, $35,002 for 1999 and $36,862 for 1998.
For comments on the general competitive conditions to which the property may be
subject, See Item 1, Business, Page 2. For additions information on tenants,
etc. refer to Item 2, Properties, Page 3.
14
Liquidity and Capital Reserves
- ------------------------------
During its offering, which terminated on February 29, 1992, the Partnership
raised a total $13,614,652 in capital through the sale of 1,361,465 units. No
additional units will be sold by the Partnership. From the original funds
raised, the Partnership had invested a total of $11,088,611 in properties, paid
$748,805 in acquisition and advisory fees, $1,767,236 in selling commission and
organization and offering expenses, and is maintaining a working capital reserve
of $10,000.
Since the Partnership is an investment partnership formed for the purpose of
acquiring, owning and operating income-producing real property and has invested
all of its funds available for investment, it is unlikely that the Partnership
will acquire interests in any additional properties, and the Partnership's
capital resources are anticipated to remain relatively stable over the holding
period of its investments.
The Partnership's net cash used in operating activities decreased to $64,803
from 2000 from $78,269 for 1999 and $69,592 for 1998. Net cash provided by
investing activities decreased to $743,211 in 2000 from $1,058,115 in 1999 and
$973,824 in 1998. The decrease was due primarily to decreased distributions from
joint ventures, due to the expiration of G.E.'s lease on March 31, 2000. Net
cash used in financing activities decreased to $471,383 in 2000, as compared to
$1,037,233 in 1999 and 1998 as distributions to limited partners decreased as
net income decreased, and the reserving of funds for the tenant improvements at
the Reciprocal Group Building. As a result, cash and cash equivalents increased
from $102,960 in 1998 and $45,573 in 1999 to $252,598 in 2000.
The Partnership's distributions paid for 2000 have been paid from net cash from
operations and from a return of capital. The Partnership anticipates that
distributions will likely continue to be paid on a quarterly basis from such
sources for the year 2001.
The Partnership is unaware of any additional demands, commitments, events or
capital expenditures other than tenant improvement costs at the Reciprocal Group
Building and that which is required fro the normal operations of its properties
that will result in the Partnership's liquidity increasing or decreasing in any
material way. The Partnership has reserved the second, third and fourth quarter
2000 distribution to fund theses costs. The Partnership's portion of these costs
are expected to be $543,560 of which $178,743 was funded as of December 31,
2000.
15
Inflation
- ---------
The real estate market has not been affected significantly by inflation in the
past three years due to the relatively low inflation rate. There are provisions
in the majority of tenant leases executed by the Partnership to protect the
Partnership from the impact of inflation. Most leases contain common area
maintenance charges, real estate tax and insurance reimbursements on a per
square foot basis, or in some cases, annual reimbursement of operating expenses
above a certain per square foot allowance. These provisions should reduce the
Partnership's exposure to increases in costs and operating expenses resulting
from inflation. In addition, a number of the Partnership's leases are for terms
of less than five years which may permit the Partnership to replace existing
leases with new leases at higher base rental rates if the existing leases are
below market rate. There is no assurance, however, that the Partnership would be
able to replace existing leases with new leases at higher base rentals.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
- -----------------------------------------------------
The Financial Statements of the Registrant and supplementary data are detailed
under Item 14(a) and filed as part of the report on the pages indicated.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
- -----------------------------------------------------------------------
FINANCIAL DISCLOSURE.
- --------------------
There were no disagreements with the Partnership's accountants or other
reportable events during 2000.
16
PART III
--------
ITEM 10. GENERAL PARTNERS OF THE PARTNERSHIP.
- ---------------------------------------------
Wells Partners, L.P. Wells Partners, L.P. is a private Georgia limited
--------------------
partnership formed on October 25, 1990. The sole General Partner of Wells
Partners, L.P. is Wells Capital, Inc., a Georgia corporation. The executive
offices of Wells Capital, Inc. are located at 6200 The Corners Parkway,
Norcross, Georgia, 30092.
Leo F. Wells, III. Mr. Wells is a resident of Atlanta, Georgia, is 57 years
------------------
of age and holds a Bachelor of Business Administration Degree in Economics from
the University of Georgia. Mr. Wells is the President and sole Director of Wells
Capital. Mr. Wells is the President of Wells & Associates, Inc., a real estate
brokerage and investment company formed in 1976 and incorporated in 1978, for
which he serves as principal broker. Mr. Wells is also currently the sole
Director and President of Wells Management Company, Inc., a property management
company he founded in 1983. In addition, Mr. Wells is the President and Chairman
of the Board of Wells Investment Securities, Inc., Wells & Associates, Inc., and
Wells Management Company, Inc. which are affiliates of the General Partners.
From 1980 to February 1985, Mr. Wells served as vice-president of Hill-Johnson,
Inc., a Georgia corporation engaged in the construction business. From 1973 to
1976, he was associated with Sax Gaskin Real Estate Company and from 1970 to
1973, he was a real estate salesman and property manager for Roy D. Warren &
Company, an Atlanta real estate company.
ITEM 11. COMPENSATION OF GENERAL PARTNERS AND AFFILIATES.
- ----------------------------------------------------------
The following table summarizes the compensation and fees paid to the General
Partners and their affiliates during the year ended December 31, 2000.
CASH COMPENSATION TABLE
(A) (B) (C)
Name of individual or Capacities in which served
number in group -Form of Compensation Cash Compensation
- ------------------ --------------------- ------------------
Wells Management Property Manager- $173,471 (1)
Company, Inc. Management and Leasing
Fees
(1) The majority of these fees are not paid directly by the Partnership but are
paid by the joint venture entities which own properties for which the
property management and leasing services relate and include management and
leasing fees, some of which were accrued for accounting purposes in 2000
but not actually paid until January, 2001.
17
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
- -------------------------------------------------------------------------
No Limited Partner is known by the Partnership to own beneficially more than 5%
of the outstanding units of the Partnership.
Set forth below is the security ownership of management as of February 28, 2001.
(1) (2) (3) (4)
Title of Class Name and Address of Amount and Nature Percent of Class
Beneficial Owner of Beneficial
Ownership
- ----------------------------------------------------------------------------------------
Class A Units Leo F. Wells, III 114.68 units (IRA, less than 1%
401(k) Plan)
No arrangements exist which would, upon implementation, result in a change in
control of the Partnership.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
- ---------------------------------------------------------
The compensation and fees paid or to be paid by the Partnership to the General
Partners and their affiliates in connection with the operation of the
Partnership are as follows:
Interest in Partnership Cash Flow and Net Sale Proceeds. The General Partners
- --------------------------------------------------------
will receive a subordinated participation in net cash flow from operations equal
to 10% of net cash flow after the Limited Partners holding Class A Units have
received preferential distributions equal to 10% of their adjusted capital
contribution. The General Partners will also receive a subordinated
participation in net sale proceeds and net financing proceeds equal to 20% of
residual proceeds available for distribution after the Limited Partners holding
Class A Units have received a return of their adjusted capital contribution plus
a 10% cumulative return on their adjusted capital contributions and Limited
Partners holding Class B Units have received a return of their adjusted capital
contribution plus a 15% cumulative return on their adjusted capital
contribution; provided, however, that in no event shall the General Partners
receive in the aggregate in excess of 15% of net sale proceeds and net financing
proceeds remaining after payments to Limited Partners from such proceeds of
amounts equal to the sum of their adjusted capital contributions plus a 6%
cumulative return on their adjusted capital contributions. The General Partners
have received no distribution from cash flow or net sales proceeds in 2000.
Property Management and Leasing Fees. Wells Management Company, Inc., an
- -------------------------------------
affiliate of the General Partners, will receive compensation for supervising the
management of the Partnership properties equal to the lesser of: (A)(i) 3% of
gross revenues for management and 3% of the gross revenues for leasing
(aggregate maximum of 6%) plus a separate one-time fee for
18
initial rent-up or leasing-up of newly constructed properties in an amount not
to exceed the fee customarily charged in arm's length transactions by others
rendering similar services in the same geographic area for similar properties;
and (ii) in the case of industrial and commercial properties which are leased on
a long-term basis (ten or more years), 1% of the gross revenues except for
initial leasing fees equal to 3% of the gross revenues over the first five years
of the lease term; or (B) the amounts charged by unaffiliated persons rendering
comparable services in the same geographic area. Wells Management Company, Inc.
received $173,471 in cash compensation for the year ended December 31, 2000.
Real Estate Commissions. In connection with the sale of Partnership properties,
- ------------------------
the General Partners or their affiliates may receive commissions not exceeding
the lesser of (A) 50% of the commissions customarily charged by other brokers in
arm's-length transactions involving comparable properties in the same geographic
area or (B) 3% of the gross sales price of the property, and provided that
payments of such commissions will be made only after Limited Partners have
received prior distributions totaling 100% of their capital contributions plus a
6% cumulative return on their adjusted capital contributions. During 2000, no
real estate commissions were paid to the General Partners or their affiliates.
19
PART IV
-------
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.
- --------------------------------------------------------------------------
(a)1. The Financial Statements are contained on pages F-2 through F-19 of this
Annual Report on Form 10-K, and the list of the Financial Statements
contained herein is set forth on page F-1, which is hereby incorporated
by reference.
(a)2. The Exhibits filed in response to Item 601 of Regulation S-K are listed
on the Exhibit Index attached hereto.
(b) No reports on Form 8-K were filed with the Commission during the year of
2000.
(c) The Exhibits filed in response to Item 601 of Regulation S-K are listed
on the Exhibit Index attached hereto.
(d) See(a)2.
20
SIGNATURES
Pursuant to the requirements of Sections 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized this 27th day of March,
2001
Wells Real Estate Fund IV, L.P.
(Registrant)
By: /s/ Leo F. Wells, III
-------------------------------------------
Leo F. Wells, III
Leo F. Wells, III Individual General Partner
and as President and Chief Financial Officer
of Wells Capital, Inc., the General Partner
of Wells Partners, L.P.
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following person on behalf of the registrant
and in the capacity as and on the date indicated.
Signature Title
- --------- -----
/s/ Leo F. Wells, III Individual General Partner, March 27, 2001
- ----------------------------
Leo F. Wells, III President and Sole Director
of Wells Capital, Inc., the General
Partner of Wells Partners, L.P.
SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION
15(d) OF THE ACT BY REGISTRARS WHICH HAVE NOT BEEN REGISTERED PURSUANT TO
SECTION 12 OF THE ACT.
No annual report or proxy material relating to an annual or other meeting
of security holders has been sent to security holders.
21
INDEX TO THE FINANCIAL STATEMENTS
---------------------------------
Financial Statements Page
- -------------------- ----
Independent Auditors' Report F-2
Balance Sheets as of December 31, 2000 and 1999 F-3
Statements of Income for the Years Ended December 31, 2000, 1999 and 1998 F-4
Statements of Partners' Capital for the Years Ended December 31, 2000, 1999 F-5
and 1998
Statements of Cash Flows for the Years Ended December 31, 2000, 1999 F-6
and 1998
Notes to Financial Statements for December 31, 2000, 1999 and 1998 F-7
F-1
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To Wells Real Estate Fund IV, L.P.:
We have audited the accompanying balance sheets of WELLS REAL ESTATE FUND IV,
L.P. (a Georgia public limited partnership) as of December 31, 2000 and 1999 and
the related statements of income, partners' capital, and cash flows for each of
the three years in the period ended December 31, 2000. These financial
statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Wells Real Estate Fund IV, L.P.
as of December 31, 2000 and 1999 and the results of its operations and its cash
flows for each of the three years in the period ended December 31, 2000 in
conformity with accounting principles generally accepted in the United States.
ARTHUR ANDERSEN LLP
Atlanta, Georgia
January 30, 2001
F-2
WELLS REAL ESTATE FUND IV, L.P.
(A Georgia Public Limited Partnership)
BALANCE SHEETS
DECEMBER 31, 2000 AND 1999
ASSETS
2000 1999
---------- ----------
INVESTMENT IN JOINT VENTURES $9,233,292 $9,463,148
CASH AND CASH EQUIVALENTS 252,598 45,573
DUE FROM AFFILIATES 158,705 249,852
---------- ----------
Total assets $9,644,595 $9,758,573
========== ==========
LIABILITIES AND PARTNERS' CAPITAL
LIABILITIES:
Partnership distributions payable $ 3,003 $ 268,242
---------- ----------
COMMITMENTS AND CONTINGENCIES
PARTNERS' CAPITAL:
Limited partners:
Class A--1,322,909 units 9,641,592 9,490,331
Class B--38,551 units 0 0
---------- ----------
Total partners' capital 9,641,592 9,490,331
---------- ----------
Total liabilities and partners' capital $9,644,595 $9,758,573
========== ==========
The accompanying notes are an integral part of these balance sheets.
F-3
WELLS REAL ESTATE FUND IV, L.P.
(A Georgia Public Limited Partnership)
STATEMENTS OF INCOME
FOR THE YEARS ENDED DECEMBER 31, 2000, 1999, AND 1998
2000 1999 1998
--------- -------- --------
REVENUES:
Equity in income of joint ventures $422,208 $682,737 $647,870
Interest income 6,486 1,287 7,967
-------- -------- --------
428,694 684,024 655,837
-------- -------- --------
EXPENSES:
Partnership administration 43,841 46,917 56,101
Legal and accounting 17,175 17,639 17,396
Computer costs 10,273 10,756 8,306
-------- -------- --------
71,289 75,312 81,803
-------- -------- --------
NET INCOME $357,405 $608,712 $574,034
======== ======== ========
NET INCOME ALLOCATED TO CLASS A LIMITED PARTNERS $357,405 $608,712 $574,034
======== ======== ========
NET INCOME PER CLASS A LIMITED PARTNER UNIT $0.27 $0.46 $0.43
======== ======== ========
CASH DISTRIBUTION PER CLASS A LIMITED PARTNER UNIT $0.16 $0.80 $0.73
======== ======== ========
The accompanying notes are an integral part of these statements.
F-4
WELLS REAL ESTATE FUND IV, L.P.
(A Georgia Public Limited Partnership)
STATEMENTS OF PARTNERS' CAPITAL
FOR THE YEARS ENDED DECEMBER 31, 2000, 1999, AND 1998
Limited Partners
---------------------------------------------------
Class A Class B
---------------------------- ------------------- Total
Units Amount Units Amount Capital
------------ ------------ -------- --------- ------------------
BALANCE, December 31, 1997 1,322,909 $10,334,768 38,551 $0 $10,334,768
Net income 0 574,034 0 0 574,034
Partnership distributions 0 (969,799) 0 0 (969,799)
---------- ------------ ------- ---- ------------
BALANCE, December 31, 1998 1,322,909 9,939,003 38,551 0 9,939,003
Net income 0 608,712 0 0 608,712
Partnership distributions 0 (1,057,384) 0 0 (1,057,384)
---------- ------------ ------- ---- ------------
BALANCE, December 31, 1999 1,322,909 9,490,331 38,551 0 9,490,331
Net income 0 357,405 0 0 357,405
Partnership distributions 0 (206,144) 0 0 (206,144)
---------- ------------ ------- ---- ------------
BALANCE, December 31, 2000 1,322,909 $ 9,641,592 38,551 $0 $ 9,641,592
========== ============ ======= ==== ============
The accompanying notes are an integral part of these statements.
F-5
WELLS REAL ESTATE FUND IV, L.P.
(A Georgia Public Limited Partnership)
STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2000, 1999, AND 1998
2000 1999 1998
--------- ----------- ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 357,405 $ 608,712 $ 574,034
--------- ----------- -----------
Adjustments to reconcile net income to net cash used in
operating activities:
Equity in income of joint ventures (422,208) (682,737) (647,870)
Changes in accounts payable and accrued expenses 0 (4,244) 4,244
--------- ----------- -----------
Total adjustments (422,208) (686,981) (643,626)
--------- ----------- -----------
Net cash used in operating activities (64,803) (78,269) (69,592)
--------- ----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Investment in joint ventures (178,744) (65,371) (44,090)
Distributions received from joint ventures 921,955 1,123,486 1,017,914
--------- ----------- -----------
Net cash provided by investing activities 743,211 1,058,115 973,824
--------- ----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Distributions to partners in excess of accumulated earnings (31,265) (445,725) (525,029)
Distributions to partners from accumulated earnings (440,118) (591,508) (440,146)
--------- ----------- -----------
Net cash used in financing activities (471,383) (1,037,233) (965,175)
--------- ----------- -----------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 207,025 (57,387) (60,943)
CASH AND CASH EQUIVALENTS, beginning of year 45,573 102,960 163,903
--------- ----------- -----------
CASH AND CASH EQUIVALENTS, end of year $ 252,598 $ 45,573 $ 102,960
========= =========== ===========
The accompanying notes are an integral part of these statements.
F-6
Wells Real Estate Fund IV, L.P.
(A Georgia Public Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2000, 1999, AND 1998
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization and Business
Wells Real Estate Fund IV , L.P. (the "Partnership") is a public limited
partnership organized on October 25, 1990 under the laws of the state of
Georgia. The general partners are Leo F. Wells, III and Wells Partners,
L.P. ("Wells Partners"), a Georgia nonpublic limited partnership. The
Partnership has two classes of limited partnership interests, Class A and
Class B units. Limited partners may vote to, among other things, (a) amend
the partnership agreement, subject to certain limitations, (b) change the
business purpose or investment objectives of the Partnership, and (c)
remove a general partner. A majority vote on any of the above described
matters will bind the Partnership without the concurrence of the general
partners. Each limited partnership unit has equal voting rights, regardless
of class.
The Partnership was formed to acquire and operate commercial real
properties, including properties which are either to be developed,
currently under development or construction, newly constructed, or have
operating histories. The Partnership owns an interest in the following
properties through joint ventures between the Partnership and other Wells
Real Estate Funds: (i) the Stockbridge Village Shopping Center, a retail
shopping center located in Stockbridge, Georgia, southeast of Atlanta,
Georgia, (ii) the G.E. Lighting National Customer Center, a two-story
office building located in Richmond, Virginia, (iii) the Village Overlook
Project (formerly known as the "Medical Center Project"), two substantially
identical two-story office buildings located in Clayton County, Georgia,
and (iv) the Jacksonville IBM Building, a four-story office building
located in Jacksonville, Florida.
Use of Estimates and Factors Affecting the Partnership
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those
estimates.
The carrying values of real estate are based on management's current intent
to hold the real estate assets as long-term investments. The success of the
Partnership's future operations and the ability to realize the investment
in its assets will be dependent on the Partnership's ability to maintain
rental rates, occupancy, and an appropriate level of operating expenses in
future years. Management believes that the steps it is taking will enable
the Partnership to realize its investment in its assets.
Income Taxes
The Partnership is not subject to federal or state income taxes, and
therefore, none have been provided for in the accompanying financial
statements. The partners are required to include their respective shares of
profits and losses in their individual income tax returns.
F-7
Distributions of Net Cash From Operations
Cash available for distribution, as defined by the partnership agreement, is
distributed on a cumulative noncompounded basis to the limited partners
quarterly. In accordance with the partnership agreement, distributions are paid
first to limited partners holding Class A units until they have received a 10%
per annum return on their adjusted capital contributions, as defined. Cash
available for distribution is then paid to the general partners until they have
received an amount equal to 10% of distributions. Any remaining cash available
for distribution is split between the limited partners holding Class A units and
the general partners on a basis of 90% and 10%, respectively. No distributions
will be made to the limited partners holding Class B units.
Distribution of Sales Proceeds
Upon sales of properties, the net sales proceeds are distributed in the
following order:
. To limited partners on a per unit basis until each limited partner
has received 100% of their adjusted capital contribution, as
defined
. To limited partners holding Class B units on a per unit basis
until they receive an amount equal to the net cash available for
distribution received by the limited partners holding Class A
units
. To all limited partners on a per unit basis until they receive a
cumulative 10% per annum return on their adjusted capital
contribution, as defined
. To limited partners holding Class B units on a per unit basis
until they receive a cumulative 15% per annum return on their
adjusted capital contribution, as defined
. To all limited partners until they receive an amount equal to
their respective cumulative distributions, as defined
. To the general partners until they have received 100% of their
capital contributions, as defined
. Thereafter, 80% to the limited partners and 20% to the general
partners
Allocation of Net Income, Net Loss, and Gain on Sale
Net income is defined as net income recognized by the Partnership, excluding
deductions for depreciation and amortization. Net income, as defined, of the
Partnership will be allocated each year in the same proportions that net cash
from operations is distributed to the partners. To the extent the Partnership's
net income in any year exceeds net cash from operations, it will be allocated
99% to the limited partners holding Class A units and 1% to the general
partners.
Net loss, depreciation, and amortization deductions for each fiscal year will be
allocated as follows: (a) 99% to the limited partners holding Class B units and
1% to the general partners until their capital accounts are reduced to zero, (b)
then to any partner having a positive balance in his capital account in an
amount not to exceed such positive balance, and (c) thereafter to the general
partners.
Gain on the sale or exchange of the Partnership's properties will be allocated
generally in the same manner that the net proceeds from such sale are
distributed to partners after the following allocations are made, if applicable:
(a) allocations made pursuant to a qualified income offset provision in the
partnership agreement, (b) allocations to partners having negative capital
accounts until all negative capital accounts have been restored to zero, and (c)
allocations to Class B limited partners in amounts equal to deductions for
depreciation and amortization previously allocated to them with respect to the
F-8
specific Partnership property sold, but not in excess of the amount of gain on
sale recognized by the Partnership with respect to the sale of such property.
Investment in Joint Ventures
Basis of Presentation
The Partnership does not have control over the operations of the joint
ventures; however, it does exercise significant influence. Accordingly,
investment in joint ventures is recorded using the equity method of
accounting.
Real Estate Assets
Real estate assets held by the joint ventures are stated at cost less
accumulated depreciation. Major improvements and betterments are
capitalized when they extend the useful life of the related asset. All
ordinary repairs and maintenance are expensed as incurred.
Management continually monitors events and changes in circumstances
which could indicate that carrying amounts of real estate assets may
not be recoverable. When events or changes in circumstances are present
which indicate that the carrying amounts of real estate assets may not
be recoverable, management assesses the recoverability of real estate
assets by determining whether the carrying value of such real estate
assets will be recovered through the future cash flows expected from
the use of the asset and its eventual disposition. Management has
determined that there has been no impairment in the carrying value of
real estate assets held by the joint ventures as of December 31, 2000.
Depreciation for buildings and improvements is calculated using the
straight-line method over 25 years.
Revenue Recognition
All leases on real estate assets held by the joint ventures are
classified as operating leases, and the related rental income is
recognized on a straight-line basis over the terms of the respective
leases.
Partners' Distributions and Allocations of Profit and Loss
Cash available for distribution and allocations of profit and loss to
the Partnership by the joint ventures are made in accordance with the
terms of the individual joint venture agreements. Generally, these
items are allocated in proportion to the partners' respective ownership
interests. Cash is paid from the joint ventures to the Partnership
quarterly.
Deferred Lease Acquisition Costs
Costs incurred to procure operating leases are capitalized and
amortized on a straight-line basis over the terms of the related
leases.
Cash and Cash Equivalents
For the purposes of the statements of cash flows, the Partnership considers all
highly liquid instruments purchased with an original maturity of three months or
less to be cash equivalents. Cash equivalents include cash and short-term
investments. Short-term investments are stated at cost, which approximates fair
value, and consist of investments in money market accounts.
F-9
Reclassifications
Certain prior year amounts have been reclassified to conform with the current
year financial statement presentation.
2. RELATED-PARTY TRANSACTIONS
Due from affiliates at December 31, 2000 and 1999 represents the
Partnership's share of cash to be distributed from its joint venture
investments for the fourth quarters of 2000 and 1999 as follows:
2000 1999
--------- --------
Fund III and IV Associates $ 75,912 $173,627
Fund IV and V Associates 82,793 76,225
--------- --------
$ 158,705 $249,852
========= ========
The Partnership entered into a property management agreement with Wells
Management Company, Inc. ("Wells Management"), an affiliate of the general
partners. In consideration for supervising the management of the
Partnership's properties, the Partnership will generally pay Wells
Management management and leasing fees equal to (a) 3% of the gross
revenues for management and 3% of the gross revenues for leasing (aggregate
maximum of 6%), plus a separate fee for the one-time initial lease-up of
newly constructed properties in an amount not to exceed the fee customarily
charged in arm's-length transactions by others rendering similar services
in the same geographic area for similar properties or (b) in the case of
commercial properties, which are leased on a long-term net basis (ten or
more years), 1% of the gross revenues except for initial leasing fees equal
to 3% of the gross revenues over the first five years of the lease term.
The Partnership incurred management and leasing fees and lease acquisition
costs at the joint venture level of $173,471, $140,551, and $98,517 for the
years ended December 31, 2000, 1999, and 1998, respectively, which were
paid to Wells Management.
Wells Capital, Inc. ("the "Company"), the general partner of Wells
Partners, performs certain administrative services for the Partnership,
such as accounting and other partnership administration, and incurs the
related expenses. Such expenses are allocated among the various Wells Real
Estate Funds based on time spent on each fund by individual administrative
personnel. In the opinion of management, such allocation is a reasonable
estimation of such expenses.
The general partners are also general partners of other Wells Real Estate
Funds. As such, there may exist conflicts of interest where the general
partners in the capacity as general partners of other Wells Real Estate
Funds may be in competition with the Partnership for tenants in similar
geographic markets.
3. INVESTMENT IN JOINT VENTURES
The Partnership's investment and percentage ownership in joint ventures at
December 31, 2000 and 1999 are summarized as follows:
2000 1999
----------------------
Amount Percent Amount Percent
----------- ---------- ---------- ---------
Fund III and IV Associates $5,168,329 43% $5,230,514 43%
Fund IV and V Associates 4,064,963 38 4,232,634 38
---------- ----------
$9,233,292 $9,463,148
========== ==========
F-10
The following is a rollforward of the Partnership's investment in the joint
ventures for the years ended December 31, 2000 and 1999:
2000 1999
---------- ----------
Investment in joint ventures, beginning of year $9,463,148 $9,846,448
Equity in income of joint ventures 422,208 682,737
Contributions to joint ventures 178,744 65,371
Distributions from joint ventures (830,808) (1,131,408)
---------- ----------
Investment in joint ventures, end of year $9,233,292 $9,463,148
========== ==========
Fund III and IV Associates
On March 27, 1991, the Partnership entered into a joint venture agreement with
Wells Real Estate Fund III, L.P. The joint venture, Fund III and IV Associates,
was formed for the purpose of developing, constructing, and operating the
Stockbridge Village Shopping Center in Stockbridge, Georgia. In addition, in
July 1992, Fund III and IV Associates purchased the G.E. Lighting National
Customer Center in Richmond, Virginia.
The following are the financial statements for Fund III and IV Associates:
Fund III and IV Associates
(A Georgia Joint Venture)
Balance Sheets
December 31, 2000 and 1999
Assets
2000 1999
------------ ------------
Real estate assets, at cost:
Land $ 3,331,775 $ 3,331,775
Building and improvements, less accumulated depreciation of
$3,980,865 in 2000 and $3,422,583 in 1999 8,540,176 8,792,931
------------ ------------
Total real estate assets 11,871,951 12,124,706
Cash and cash equivalents 105,104 310,609
Accounts receivable 130,226 171,047
Prepaid expenses and other assets 191,722 65,213
------------ ------------
Total assets $ 12,299,003 $ 12,671,575
============ ============
Liabilities and Partners' Capital
Liabilities:
Accounts payable $ 40,896 $ 33,759
Partnership distributions payable 177,418 405,782
Due to affiliates 1,870 7,878
------------ ------------
Total liabilities 220,184 447,419
------------ ------------
Partners' capital:
Wells Real Estate Fund III 6,910,490 6,993,642
Wells Real Estate Fund IV 5,168,329 5,230,514
------------ ------------
Total partners' capital 12,078,819 12,224,156
------------ ------------
Total liabilities and partners' capital $ 12,299,003 $ 12,671,575
============ ============
F-11
Fund III and IV Associates
(A Georgia Joint Venture)
Statements of Income
for the Years Ended December 31, 2000, 1999, and 1998
2000 1999 1998
------------ ------------ -----------
Revenues:
Rental income $ 1,405,938 $ 1,795,247 $ 1,749,842
Interest income 4,921 11,790 9,368
----------- ----------- -----------
1,410,859 1,807,037 1,759,210
----------- ----------- -----------
Expenses:
Depreciation 558,282 551,956 542,363
Management and leasing fees 134,283 158,520 154,881
Operating costs, net of reimbursements 164,018 (21,669) 62,863
Property administration 39,875 40,357 27,546
Legal and accounting 8,312 9,163 12,420
----------- ----------- -----------
904,770 738,327 800,073
----------- ----------- -----------
Net income $ 506,089 $ 1,068,710 $ 959,137
=========== =========== ===========
Net income allocated to Wells Real Estate Fund III $ 289,542 $ 611,605 $ 549,745
=========== =========== ===========
Net income allocated to Wells Real Estate Fund IV $ 216,547 $ 457,105 $ 409,392
=========== =========== ===========
Fund III and IV Associates
(A Georgia Joint Venture)
Statements of Partners' Capital
for the Years Ended December 31, 2000, 1999, and 1998
Wells Real Wells Real Total
Estate Estate Partners'
Fund III Fund IV Capital
----------- ---------- ------------
Balance, December 31, 1997 $7,570,298 $5,637,567 $13,207,865
Net income 549,745 409,392 959,137
Partnership contributions 59,205 44,090 103,295
Partnership distributions (848,706) (632,028) (1,480,734)
---------- ---------- -----------
Balance, December 31, 1998 7,330,542 5,459,021 12,789,563
Net income 611,605 457,105 1,068,710
Partnership contributions 0 23,280 23,280
Partnership distributions (948,505) (708,892) (1,657,397)
---------- ---------- -----------
Balance, December 31, 1999 6,993,642 5,230,514 12,224,156
Net income 289,542 216,547 506,089
Partnership contributions 216,683 162,058 378,741
Partnership distributions (589,377) (440,790) (1,030,167)
---------- ---------- -----------
Balance, December 31, 2000 $6,910,490 $5,168,329 $12,078,819
========== ========== ===========
F-12
Fund III and IV Associates
(A Georgia Joint Venture)
Statements of Cash Flows
for the Years Ended December 31, 2000, 1999, and 1998
2000 1999 1998
----------- ----------- -----------
Cash flows from operating activities:
Net income $ 506,089 $ 1,068,710 $ 959,137
----------- ----------- -----------
Adjustments to reconcile net income to net cash provided
by operating activities:
Depreciation 558,282 551,956 542,363
Changes in assets and liabilities:
Accounts receivable 40,821 2,586 33,590
Prepaid expenses and other assets (126,509) 9,320 (31,628)
Accounts payable 7,137 (4,380) 1,967
Due to affiliates (6,008) 6,366 (5,427)
----------- ----------- -----------
Total adjustments 473,723 565,848 540,865
----------- ----------- -----------
Net cash provided by operating activities 979,812 1,634,558 1,500,002
----------- ----------- -----------
Cash flows from investing activities:
Investment in real estate (305,527) (24,871) (111,383)
----------- ----------- -----------
Cash flows from financing activities:
Contributions from joint venture partners 378,741 23,280 103,295
Distributions to joint venture partners (1,258,531) (1,659,316) (1,461,150)
----------- ----------- -----------
Net cash used in financing activities (879,790) (1,636,036) (1,357,855)
----------- ----------- -----------
Net (decrease) increase in cash and cash equivalents (205,505) (26,349) 30,764
Cash and cash equivalents, beginning of year 310,609 336,958 306,194
----------- ----------- -----------
Cash and cash equivalents, end of year $ 105,104 $ 310,609 $ 336,958
=========== =========== ===========
Fund IV and V Associates
On April 14, 1992, the Partnership entered into a joint venture agreement with
Wells Real Estate Fund V, L.P. The joint venture, Fund IV and V Associates, was
formed for the purpose of investing in commercial real properties. During 1992,
Fund IV and V Associates purchased a parcel of land on which the Medical Center
Project was developed. During 1992, the joint venture also purchased a second
parcel of land in Jacksonville, Florida, on which the Jacksonville IBM Building
was developed.
F-13
Following are the financial statements of Fund IV and V Associates:
Fund IV and V Associates
(A Georgia Joint Venture)
Balance Sheets
December 31, 2000 and 1999
Assets
2000 1999
------------ ------------
Real estate assets, at cost:
Land $ 2,011,534 $ 2,011,534
Building and improvements, less accumulated depreciation of
$3,193,823 in 2000 and $2,685,018 in 1999 8,456,768 8,849,644
Construction in progress 0 1,656
------------ ------------
Total real estate assets 10,468,302 10,862,834
Cash and cash equivalents 279,590 267,120
Accounts receivable 251,780 300,128
Prepaid expenses and other assets 174,040 174,225
------------ ------------
Total assets $ 11,173,712 $ 11,604,307
============ ============
Liabilities and Partners' Capital
Liabilities:
Accounts payable $ 65,993 $ 49,680
Partnership distributions payable 261,173 244,397
Due to affiliates 54,667 45,598
------------ ------------
Total liabilities 381,833 339,675
------------ ------------
Partners' capital:
Wells Real Estate Fund IV 4,064,963 4,232,634
Wells Real Estate Fund V 6,726,916 7,031,998
------------ ------------
Total partners' capital 10,791,879 11,264,632
------------ ------------
Total liabilities and partners' capital $ 11,173,712 $ 11,604,307
============ ============
F-14
Fund IV and V Associates
(A Georgia Joint Venture)
Statements of Income
for the Years Ended December 31, 2000, 1999, and 1998
2000 1999 1998
----------- ----------- -----------
Revenues:
Rental income $ 2,002,958 $ 1,926,543 $ 1,942,336
Interest income 10,460 10,436 12,908
Other income 360 360 360
----------- ----------- -----------
2,013,778 1,937,339 1,955,604
----------- ----------- -----------
Expenses:
Depreciation 508,805 500,956 496,191
Management and leasing fees 269,653 260,350 253,238
Operating costs, net of reimbursements 636,808 509,617 511,595
Property administration 52,514 65,924 43,329
Legal and accounting 0 0 17,363
----------- ----------- -----------
1,467,780 1,336,847 1,321,716
----------- ----------- -----------
Net income $ 545,998 $ 600,492 $ 633,888
=========== =========== ===========
Net income allocated to Wells Real Estate Fund IV $ 205,660 $ 225,632 $ 238,478
=========== =========== ===========
Net income allocated to Wells Real Estate Fund V $ 340,338 $ 374,860 $ 395,410
=========== =========== ===========
Fund IV and V Associates
(A Georgia Joint Venture)
Statements of Partners' Capital
for the Years Ended December 31, 2000, 1999, and 1998
Wells Real Wells Real Total
Estate Estate Partners'
Fund IV Fund V Capital
---------- ----------- -----------
Balance, December 31, 1997 $4,564,056 $7,562,885 $12,126,941
Net income 238,478 395,410 633,888
Partnership contributions 0 19,270 19,270
Partnership distributions (415,107) (688,398) (1,103,505)
---------- ---------- -----------
Balance, December 31, 1998 4,387,427 7,289,167 11,676,594
Net income 225,632 374,860 600,492
Partnership contributions 42,091 69,929 112,020
Partnership distributions (422,516) (701,958) (1,124,474)
---------- ---------- -----------
Balance, December 31, 1999 4,232,634 7,031,998 11,264,632
Net income 205,660 340,338 545,998
Partnership contributions 16,686 0 16,686
Partnership distributions (390,017) (645,420) (1,035,437)
---------- ---------- -----------
Balance, December 31, 2000 $4,064,963 $6,726,916 $10,791,879
========== ========== ===========
F-15
Fund IV and V Associates
(A Georgia Joint Venture)
Statements of Cash Flows
for the Years Ended December 31, 2000, 1999, and 1998
2000 1999 1998
------------ ----------- ------------
Cash flows from operating activities:
Net income $ 545,998 $ 600,492 $ 633,888
----------- ----------- -----------
Adjustments to reconcile net income to net cash provided
by operating activities:
Depreciation 508,805 500,956 496,191
Changes in assets and liabilities:
Accounts receivable 48,348 63,893 (57,757)
Prepaid expenses and other assets 185 (61,124) 13,862
Accounts payable 16,313 (5,052) 10,791
Due to affiliates 9,069 8,789 6,401
----------- ----------- -----------
Total adjustments 582,720 507,462 469,488
----------- ----------- -----------
Net cash provided by operating activities 1,128,718 1,107,954 1,103,376
----------- ----------- -----------
Cash flows from investing activities:
Investment in real estate (114,273) (115,706) 0
----------- ----------- -----------
Cash flows from financing activities:
Contributions from joint venture partners 16,686 112,020 19,270
Distributions to joint venture partners (1,018,661) (1,102,344) (1,072,372)
----------- ----------- -----------
Net cash used in financing activities (1,001,975) (990,324) (1,053,102)
----------- ----------- -----------
Net increase in cash and cash equivalents 12,470 1,924 50,274
Cash and cash equivalents, beginning of year 267,120 265,196 214,922
----------- ----------- -----------
Cash and cash equivalents, end of year $ 279,590 $ 267,120 $ 265,196
=========== =========== ===========
4. INCOME TAX BASIS NET INCOME AND PARTNERS' CAPITAL
The Partnership's income tax basis net income for the years ended December 31,
2000, 1999, and 1998 is calculated as follows:
2000 1999 1998
--------- -------- --------
Financial statement net income $357,405 $608,712 $574,034
Increase (decrease) in net income resulting from:
Depreciation expense for financial reporting purposes in excess
of amounts for income tax purposes 170,604 166,632 163,319
Expenses deductible when paid for income tax purposes, accrued
for financial reporting purposes 3,194 2,755 2,570
Rental income accrued for financial reporting purposes less
than (in excess of) amounts for income tax purposes 30,924 36,052 (12,470)
Other (2,570) 0 0
--------- --------- --------
Income tax basis net income $559,557 $814,151 $727,453
========= ========= ========
F-16
The Partnership's income tax basis partners' capital at December 31, 2000, 1999,
and 1998 is computed as follows:
2000 1999 1998
------------- ------------ -------------
Financial statement partners' capital $ 9,641,592 $ 9,490,331 $ 9,939,003
Increase (decrease) in partners' capital resulting from:
Depreciation expense for financial reporting
purposes in excess of amounts for income tax
purposes 851,004 680,400 513,768
Capitalization of organization costs for income
tax purposes, which are accounted for as cost
of capital for financial reporting purposes 1,735,988 1,735,988 1,735,988
Accumulated rental income accrued for financial
reporting purposes in excess of amounts for
income tax purposes (123,430) (154,354) (190,406)
Accumulated expenses deductible when paid for
income tax purposes, accrued for financial
reporting purposes 24,632 21,438 18,683
Partnership's distributions payable 3,004 268,242 248,091
Other (5,138) (2,568) (2,569)
------------ ------------ ------------
Income tax basis partners' capital $ 12,127,652 $ 12,039,477 $ 12,262,558
============ ============ ============
5. RENTAL INCOME
The future minimum rental income due from the Partnership's respective
ownership interests in joint ventures under noncancelable operating leases at
December 31, 2000 is as follows:
Year ending December 31:
2001 $1,678,173
2002 1,606,445
2003 1,228,591
2004 1,058,958
2005 860,356
Thereafter 3,402,810
----------
$9,835,333
==========
Three tenants contributed 23%, 18%, and 11% of rental income. In addition,
one tenant will contribute 23% of future minimum rental income.
The future minimum rental income due Fund III and IV Associates under
noncancelable operating leases at December 31, 2000 is as follows:
Year ending December 31:
2001 $ 2,201,798
2002 2,100,205
2003 1,893,006
2004 1,864,303
2005 1,827,107
Thereafter 7,950,490
-----------
$17,836,909
===========
F-17
Two tenants contributed approximately 35% and 10% of rental income for the
year ended December 31, 2000. In addition, one tenant will contribute
approximately 30% of future minimum rental income.
The future minimum rental income due Fund IV and V Associates under
noncancelable operating leases at December 31, 2000 is as follows:
Year ending December 31:
2001 $1,951,732
2002 1,876,810
2003 1,109,772
2004 692,405
2005 207,835
----------
$5,838,554
==========
Two tenants contributed approximately 48% and 22% of rental income for the
year ended December 31, 2000. In addition, one tenant will contribute
approximately 37% of future minimum rental income.
6. QUARTERLY RESULTS (UNAUDITED)
Presented below is a summary of the unaudited quarterly financial information
for the years ended December 31, 2000 and 1999:
2000 Quarters Ended
-------------------------------------------------------------
March 31 June 30 September 30 December 31
---------- --------- ------------ -------------
Revenues $140,606 $ 99,580 $105,425 $83,083
Net income 116,834 77,658 94,533 68,380
Net income allocated to Class A limited partners 116,834 77,658 94,533 68,380
Net income per Class A limited partner unit $0.09 $0.06 $0.07 $0.05
Cash distribution per Class A limited partner unit 0.16 0.00 0.00 0.00
1999 Quarters Ended
-------------------------------------------------------------
March 31 June 30 September 30 December 31
---------- --------- ------------ -------------
Revenues $177,358 $204,977 $135,381 $166,308
Net income 149,048 185,994 122,579 151,091
Net income allocated to Class A limited partners 149,048 185,994 122,579 151,091
Net income per Class A limited partner unit (a) $0.11 $0.14 $0.09 $0.11
Cash distribution per Class A limited partner unit 0.20 0.20 0.20 0.20
(a) The totals of the four quarterly amounts for the year ended
December 31, 1999 do not equal the totals for the year. This
difference results from rounding differences between
quarters.
F-18
7. COMMITMENTS AND CONTINGENCIES
Management, after consultation with legal counsel, is not aware of any
significant litigation or claims against the Partnership or the Company. In
the normal course of business, the Partnership or the Company may become
subject to such litigation or claims.
F-19
EXHIBIT INDEX
-------------
(Wells Real Estate Fund IV, L.P.)
The following documents are filed as exhibits to this report. Those
exhibits previously filed and incorporated herein by reference are identified
below by an asterisk. For each such asterisked exhibit, there is shown below the
description of the previous filing. Exhibits which are not required for this
report are omitted.
Exhibit Sequential
Number Description of Document Page Number
- ------ ----------------------- -----------
*4(a) Agreement of Limited Partnership of Wells N/A
Real Estate Fund IV, L.P. (Exhibit to Form
10-K of Wells Real Estate Fund IV, L.P.
for the fiscal year ended December 31,
1991, File No. 0-20103)
*4(b) Certificate of Limited Partnership of Wells N/A
Real Estate Fund IV, L.P. (Exhibit 4(b) to
Registration Statement of Wells Real Estate
Fund IV, L.P. and Wells Real Estate Fund V,
L.P., File No. 33-37830)
*10(a) Management Agreement between Wells Real N/A
Estate Fund IV, L.P. and Wells Management
Company, Inc. (Exhibit to Form 10-K of
Wells Real Estate Fund IV, L.P. for the
fiscal year ended December 31, 1991,
File No. 0-20103)
*10(b) Leasing and Tenant Coordinating Agreement N/A
between Wells Real Estate Fund IV, L.P. and
Wells Management Company, Inc. (Exhibit to
Form 10-K of Wells Real Estate Fund IV, L.P.
for the fiscal year ended December 31, 1991,
File No. 0-20103)
*10(c) Custodial Agency Agreement between Wells N/A
Real Estate Fund IV, L.P. and Citizens and
Southern Trust Company (Georgia) National
Association (Exhibit 10(f) to Amendment
No. 3 to Registration Statement of Wells
Real Estate Fund IV, L.P. and Wells Real
Estate Fund V, L.P., File No. 33-37830)
Exhibit Sequential
Number Description of Document Page Number
- ------ ----------------------- -----------
*10(d) Fund III and Fund IV Associates Joint Venture N/A
Agreement dated March 27, 1991 (Exhibit
10(g) to Post-Effective Amendment No. 1 to
Registration Statement of Wells Real Estate
Fund IV, L.P. and Wells Real Estate Fund V,
L.P., File No. 33-37830)
*10(e) Agreement of Purchase and Sale dated N/A
October 31, 1990 between 675 Industrial
Park, Ltd. and The Vlass-Fotos Group, Inc.
(Exhibit 10(h) to Post-Effective Amendment
No. 1 to Registration Statement of Wells
Real Estate Fund IV, L.P. and Wells Real
Estate Fund V, L.P., File No. 33-37830)
*10(f) Lease dated January 31, 1991 between The N/A
Vlass-Fotos Group, Inc. and The Kroger Co.
(Exhibit 10(i) to Post-Effective Amendment
No. 1 to Registration Statement of Wells
Real Estate Fund IV, L.P. and Wells Real
Estate Fund V, L.P., File No. 33-37830)
*10(g) Lease Agreement dated January 31, 1991 between N/A
The Vlass-Fotos Group, Inc. and The Kroger Co.
(Exhibit 10(j) to Post-Effective Amendment
No. 1 to Registration Statement of Wells Real
Estate Fund IV, L.P. and Wells Real Estate
Fund V, L.P., File No. 33-37830)
*10(h) First Amendment to Lease dated April 3, N/A
1991 between The Vlass-Fotos Group, Inc.
and The Kroger Co. (Exhibit 10(k) to Post-
Effective Amendment No. 1 to Registration
Statement of Wells Real Estate Fund IV,
L.P. and Wells Real Estate Fund V, L.P.,
File No. 33-37830)
Exhibit Sequential
Number Description of Document Page Number
- ------ ----------------------- -----------
*10(i) First Amendment to Lease Agreement dated N/A
April 3, 1991 between The Vlass-Fotos Group,
Inc. and The Kroger Co. (Exhibit 10(l) to
Post-Effective Amendment No. 1 to Registration
Statement of Wells Real Estate Fund IV, L.P.
and Wells Real Estate Fund V, L.P., File
No. 33-37830)
*10(j) Development Agreement dated April 4, 1991 N/A
between Fund III and Fund IV Associates and
The Vlass-Fotos Group, Inc. (Exhibit 10(m)
to Post-Effective Amendment No. 1 to
Registration Statement of Wells Real Estate
Fund IV, L.P. and Wells Real Estate Fund V,
L.P., File No. 33-37830)
*10(k) Fund IV and Fund V Associates Joint Venture N/A
Agreement dated April 14, 1992 (Exhibit 10(n)
to Post-Effective Amendment No. 7 to
Registration Statement of Wells Real Estate
Fund IV, L.P. and Wells Real Estate Fund V,
L.P., File No. 33-37830)
*10(l) Agreement for the Purchase and Sale of Real N/A
Property with GL National, Inc. (Exhibit 10(o)
to Post-Effective Amendment No. 7 to
Registration Statement of Wells Real Estate
Fund IV, L.P. and Wells Real Estate Fund V,
L.P., File No. 33-37830)
*10(m) Lease with International Business Machines N/A
Corporation (Exhibit 10(p) to Post-Effective
Amendment No. 7 to Registration Statement of
Wells Real Estate Fund IV, L.P. and Wells
Real Estate Fund V, L.P., File No. 33-37830)
*10(n) Lease with ROLM Company (Exhibit 10(q) to N/A
Post-Effective Amendment No. 7 to Registration
Statement of Wells Real Estate Fund IV, L.P.
and Wells Real Estate Fund V, L.P., File
No. 33-37830)
Exhibit Sequential
Number Description of Document Page Number
- ------ ----------------------- -----------
*10(o) Construction Agreement with McDevitt & Street N/A
Company (Exhibit 10(r) to Post-Effective
Amendment No. 7 to Registration Statement of
Wells Real Estate Fund IV, L.P. and Wells
Real Estate Fund V, L.P., File No. 33-37830)
*10(p) Development Agreement with ADEVCO Corporation N/A
(Exhibit 10(s) to Post-Effective Amendment
No. 7 to Registration Statement of Wells
Real Estate Fund IV, L.P. and Wells Real Estate
Fund V, L.P., File No. 33-37830)
*10(q) Guaranty of Development Agreement by David M. N/A
Kraxberger (Exhibit 10(t) to Post-Effective
Amendment No. 7 to Registration Statement of
Wells Real Estate Fund IV, L.P. and Wells
Real Estate Fund V, L.P., File No. 33-37830)
*10(r) Architect Agreement with Mayes, Sudderth & N/A
Etheredge, Inc. (Exhibit 10(u) to Post-
Effective Amendment No. 7 to Registration
Statement of Wells Real Estate Fund IV, L.P.
and Wells Real Estate Fund V, L.P., File
No. 33-37830)
*10(s) Architect Agreement with Peter C. Sutton, N/A
A.I.A. (Exhibit 10(v) to Post-Effective
Amendment No. 7 to Registration Statement
of Wells Real Estate Fund IV, L.P. and
Wells Real Estate Fund V, L.P., File
No. 33-37830)
*10(t) First Amendment to Joint Venture Agreement N/A
of Fund III and IV Associates dated July 1,
1992 (Exhibit 10(v) to Form 10-K of Wells
Real Estate Fund III, L.P. for the fiscal
year ended December 31, 1992, File No. 0-18407)
Exhibit Sequential
Number Description of Document Page Number
- ------ ----------------------- -----------
*10(u) Agreement for the Purchase and Sale of N/A
Property between Rowe Properties-Markel, L.P.
and Fund III and Fund IV Associates and
Addendum to Agreement for the Purchase and
Sale of Property (Exhibit 10(w) to Form 10-K
of Wells Real Estate Fund III, L.P. for the
fiscal year ended December 31, 1992, File
No. 0-18407)
*10(v) Office Lease with G.E. Lighting, Rider No. 1 N/A
to Lease, Addendum of Lease, Second Addendum
of Lease, Third Amendment of Lease and Fourth
Amendment to Office Lease (Exhibit 10(x) to
Form 10-K of Wells Real Estate Fund III, L.P.
for the fiscal year ended December 31, 1992,
File No. 0-18407)
*10(w) First Amendment to Joint Venture Agreement N/A
of Fund IV and V Associates dated September 9,
1992 (Exhibit 10(w) to Post-Effective
Amendment No. 8 to Registration Statement of
Wells Real Estate Fund IV, L.P. and Wells
Real Estate Fund V, L.P., File No. 33-37830)
*10(x) Option Agreement for the Purchase and Sale of N/A
Real Property (Exhibit 10(x) to Post-Effective
Amendment No. 8 to Registration Statement of
Wells Real Estate Fund IV, L.P. and Wells Real
Estate Fund V, L.P., File No. 33-37830)
*10(y) First Amendment to Option Agreement for the N/A
Purchase and Sale of Real Property (Exhibit
10(y) to Post-Effective Amendment No. 8 to
Registration Statement of Wells Real Estate
Fund IV, L.P. and Wells Real Estate Fund V,
L.P., File No. 33-37830)
Exhibit Sequential
Number Description of Document Page Number
- ------ ----------------------- -----------
*10(z) Partial Assignment and Assumption of Option N/A
Agreement for the Purchase and Sale of Real
Property (Exhibit 10(z) to Post-Effective
Amendment No. 8 to Registration Statement of
Wells Real Estate Fund IV, L.P. and Wells
Real Estate Fund V, L.P., File No. 33-37830)
*10(aa) Lease Agreement with the Executive Committee N/A
of the Baptist Convention of the State of
Georgia, d/b/a Georgia Baptist Health Care
System (Exhibit 10(aa) to Post-Effective
Amendment No. 8 to Registration Statement of
Wells Real Estate Fund IV, L.P. and Wells
Real Estate Fund V, L.P., File No. 33-37830)
*10(bb) Construction Contract with Cecil N. Brown N/A
Co., Inc. (Exhibit 10(bb) to Post-Effective
Amendment No. 8 to Registration Statement of
Wells Real Estate Fund IV, L.P. and Wells
Real Estate Fund V, L.P., File No. 33-37830)
*10(cc) Amended and Restated Custodial Agency Agreement N/A
between Wells Real Estate Fund IV, L.P. and
NationsBank of Georgia, N.A. dated April 1,
1994 (Exhibit to Form 10-K of Wells Real
Estate Fund IV, L.P. for the fiscal year
ended December 31, 1994, File No. 0-20103)