Washington, D.C. 20549
Annual Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the
Securities Act. □☐ Yes ⌧☒ No
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or
Section 15(d) of the Exchange Act. □☐ Yes ⌧☒ No
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.
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”filer,” “smaller reporting company” and “smaller reporting“emerging growth company” in Rule 12b-2 of the Exchange Act.
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. □☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
The registrant has not incorporated any documents by reference into this report.
ITEM 1. BUSINESS.
AEI Income & Growth Fund 26 LLC (the "Company" or the "Registrant") is a limited liability company which was organized pursuant to the laws of the State of Delaware on March 14, 2005. The registrant is comprised of AEI Fund Management XXI, Inc. (“AFM”), as the Managing Member, the Estate of Robert P. Johnson the Chief Executive Officer and sole director of AFM, as the Special Managing Member until his withdrawal date effective March 31, 2020, and purchasers of LLC Units as Limited Members. The Company offered for sale up to $100,000,000 of limited membership interests (the "Units") (10,000,000 Units at $10 per Unit) pursuant to a registration statement effective October 20, 2005. The Company commenced operations on April 3, 2006 when minimum subscriptions of 150,000 LLC Units ($1,500,000) were accepted. The offering terminated October 19, 2007 when the extended offering period ended. The Company received subscriptions for 1,832,736 LLC Units. Under the terms of the Operating Agreement, the Limited Members and Managing Members contributed funds of $18,327,360 and $1,000, respectively.
The Company was organized to acquire existing and newly constructed commercial properties, to lease such properties to tenants under net leases, to hold such properties and to eventually sell such properties. From subscription proceeds, the Company purchased eight properties, including partial interests in five properties, at a total cost of $15,376,536. The balance of the subscription proceeds was applied to organization and syndication costs, working capital reserves and distributions, which represented a return of capital. The properties are commercial, single tenant buildings leased under net leases.
The Company's properties were purchased without any indebtedness. The Company will not finance properties in the future to obtain proceeds for new property acquisitions. If it is required to do so, the Company may incur short-term indebtedness to finance day-to-day cash flow requirements (including cash flow necessary to repurchase Units). The Company may borrow to finance the refurbishing of a property.
The Company will hold its properties until the Managing Members determine that the sale or other disposition of the properties is advantageous in view of the Company's investment objectives. In deciding whether to sell properties, the Managing Members will consider factors such as potential appreciation, net cash flow and income tax considerations. The Company expects to sell some or all of its properties prior to its final liquidation and to reinvest the proceeds from such sales in additional properties. The Company reserves the right, at the discretion of the Managing Members, to either distribute proceeds from the sale of properties to the Members or to reinvest such proceeds in additional properties, provided that sufficient proceeds are distributed to the Limited Members to pay federal and state income taxes related to any taxable gain recognized as a result of the sale. The prospectus under which Units were initially sold indicated that the Managing Members intended to liquidate the Company through the sale of its remaining properties ten to twelve years after completion of the acquisition phase (completed in May 2008), depending upon the then current real estate and money markets, the economic climate and the income tax consequences to the Members.
ITEM 1. BUSINESS. (Continued)
Although there are variations in the specific terms of the leases, the following is a summary of the general terms of the Company's leases. The properties are leased to tenants under net leases, classified as operating leases. Under a net lease, the tenant is responsible for real estate taxes, insurance, maintenance, repairs and operating expenses for the property. For some leases, the Company is responsible for repairs to the structural components of the building, the roof and the parking lot. At the time the properties were acquired, the remaining primary lease terms varied from 10 to 20 years. The leases provide the tenants with three to four five-year renewal options subject to the same terms and conditions as the primary term. The leases provide for base annual rental payments, payable in monthly installments, and contain rent clauses which entitle the Company to receive additional rent in future years based on stated rent increases.
The Company is a minor factor in the commercial real estate business. There are numerous entities engaged in the commercial real estate business which have greater financial resources than the Company. At the time the Company elects to dispose of its properties, it will be in competition with other persons and entities to find buyers for its properties.
The Company has no direct employees. Management services are performed for the Company by AEI Fund Management, Inc., (Management Company), an affiliate of AFM. For the past two fiscal years, despite the COVID-19 pandemic, the Management Company has not made any reductions to employee compensation plans or employee benefit plans. The Management Company has increased the number of employees from 36 on December 31, 2020 to 39 at December 31, 2021 to support AFM’s business operations.
- 3 -
The Management Company believes the people who work for the company are its most important resources and are critical to its continued success. The Management Company focuses significant attention toward attracting and retaining talented and experienced individuals to manage and support its operations. The Management Company’s people are expected to exhibit and promote honest, ethical and respectful conduct in the workplace. All of the Management Company’s employees must adhere to a code of conduct that is outlined in AEI’s employee handbook which sets standards for appropriate behavior which includes preventing, identifying, reporting and stopping any type of discrimination.
Compensation and Benefits
The Management Company believes its compensation package and benefits are competitive with others in its industry. In addition to base pay, all eligible employees participate in the Management Company bonus program. The Management Company also offers employees a broad range of benefits, including medical, dental and ancillary health benefits and paid parental leave.
Workplace Safety and Wellness
The safety and well-being of the Management Company’s employees is its priority. During the COVID-19 pandemic, the Management Company implemented a COVID-19 Preparedness Plan which included safety protocols to assist in mitigating the risk of exposure to its employees and visitors. These protocols include complying with health and safety standards as required by federal, state and local government agencies, taking into consideration guidelines of the Centers for Disease Control and Prevention and other public health authorities. Many of the Management Company’s operational functions during this time have required modification, including most of its employees working remotely. The Management Company’s experienced teams of people adapted to the changes in the work environment and have managed business successfully during this challenging time.
ITEM 1A. RISK FACTORS.
Not required for a smaller reporting company.
ITEM 1B. UNRESOLVED STAFF COMMENTS.
Not required for a smaller reporting company.
ITEM 2. PROPERTIES.
Investment Objectives
The Company's investment objectives are to acquire existing or newly-developed commercial properties that provide (i) regular rental income; (ii) growth in lease income through rent escalation provisions; (iii) capital growth through appreciation in the value of properties; (iv) reduced occupancy risks as a result of long-term leases with creditworthy corporate tenants; and (v) passive income that may be offset by eligible passive losses from other investments for tax purposes. The Company does not have a policy, and there is no limitation, as to the amount or percentage of assets that may be invested in any one property. However, to the extent possible, the Managing Members attempt to diversify the properties by tenant and geographic location.
Description of Properties
The Company's properties are commercial, single tenant buildings. The properties were acquired on a debt-free basis and are leased to tenants under net leases, classified as operating leases. The Company holds an undivided fee simple interest in the properties.
The Company's properties are subject to the general competitive conditions incident to the ownership of single tenant investment real estate. Since each property is leased under a long‑termlongterm lease, there is little competition until the Company decides to sell the property. At this time, the Company will be competing with other real estate owners, on both a national and local level, in attempting to find buyers for the properties. In the event of a tenant default, the Company would be competing with other real estate owners, who have property vacancies, to attract a new tenant to lease the property. The Company's tenants operate in industries that are competitive and can be affected by factors such as changes in regional or local economies, seasonality and changes in consumer preference.
ITEM 2. PROPERTIES. (Continued)
The following table is a summary of the properties that the Company acquired and owned as of December 31, 2019.2021.
| | | | | | | | | | | |
Property | Purchase Date | | Original Property Cost | | Tenant | Annual Lease Payment | Annual Rent Per Sq. Ft. | Purchase Date | | Original Property Cost | | Tenant | Annual Lease Payment | Annual Rent Per Sq. Ft. |
| | | | | | | | | | | | | | | | | | | |
Multi-tenant property Wichita, KS (40%) Biomat USA Plasma Center (1) BigTime Fun Center (2) | 4/3/06 to 6/30/06 | $ | 2,317,806 | Biomat USA, Inc. BigTime Fun Center, LLC | $ | 37,071 78,000 | $ | 6.35 6.50 | |
Biomat USA Plasma Center (1) Wichita, KS (40%) | | 4/3/06 to 6/30/06 | $ | 2,317,806 | | Biomat USA, Inc. | $ | 37,071 | $ | 6.35 |
| | | | | | | | | | | | | | | | | | | |
Advance Auto Parts Store Middletown, OH (55%) | 6/1/06 | $ | 1,022,289 | | None (3) | | | | | |
| | | | | | | | | | | | | | | | | | | |
Cellular Connection Bluffton, IN | 8/10/07 | $ | 1,180,116 | | The Cellular Connection LLC | $ | 39,156 | $ | 21.67 | 8/10/07 | $ | 1,180,116 | | The Cellular Connection LLC | $ | 39,156 | $ | 21.67 |
| | | | | | | | | | | | | | | | | | | |
Best Buy Store Eau Claire, WI (46%) | 1/31/08 | $ | 3,031,012 | | Best Buy Stores, L.P. | $ | 240,427 | $ | 11.03 | 1/31/08 | $ | 3,031,012 | | Best Buy Stores, L.P. | $ | 240,427 | $ | 11.03 |
| | | | | | | | | | | | | | | | | | | |
Fresenius Medical Center Chicago, IL (54%) | 12/30/14 | $ | 1,292,220 | (4) | Fresenius Medical Care Chatham, LLC | $ | 98,691 | $ | 24.37 | 12/30/14 | $ | 1,292,220 | (2) | Fresenius Medical Care Chatham, LLC | $ | 103,687 | $ | 25.60 |
| | | | | | | | | | | | | | | | | | | |
Zales Store Enid, OK | 3/17/15 | $ | 1,600,000 | (4) | Zale Delaware, Inc. | $ | 116,160 | $ | 24.23 | 3/17/15 | $ | 1,600,000 | (2) | Zale Delaware, Inc. | $ | 116,160 | $ | 24.23 |
| | | | | | | | | | | | | | | | | | | |
Dollar Tree West Point, MS | 2/3/16 | $ | 1,535,714 | (4) | Dollar Tree Stores, Inc. | $ | 107,500 | $ | 10.77 | |
| | | | | | | | | | | | | | | | | | | |
(1) The lease for this tenant covers 28% of the square footage of the building.
(2) The lease for this tenant covers 57% of the square footage of the building with rent commencing on
February 23, 2020.
(3) This property is vacant and listed for lease.
(4)(2) Does not include acquisition costs that were expensed.
The properties listed above with a partial ownership percentage are owned with the following affiliated entities: property in Wichita, Kansas (AEI Income & Growth Fund 25 LLC); Advance Auto Parts store (AEI Income & Growth Fund 24 LLC); Best Buy store (AEI Income & Growth Fund XXI Limited Partnership); and Fresenius Medical Center (AEI Income & Growth Fund 27 LLC).
The Company accounts for properties owned as tenants-in-common with affiliated entities and/or unrelated third parties using the proportionate consolidation method. Each tenant-in-common owns a separate, undivided interest in the properties. Any tenant-in-common that holds more than a 50% interest does not control decisions over the other tenant-in-common interests. The financial statements reflect only this Company’s percentage share of the properties’ land, building, liabilities, revenues and expenses.
ITEM 2. PROPERTIES. (Continued)
At the time the properties were acquired, the remaining primary lease terms varied from 10 to 20 years. The leases provide the tenants with three to four five-year renewal options subject to the same terms and conditions as the primary term. The lease for the Best Buy store was extended to end on January 19, 2023.
Pursuant to the lease agreements, the tenants are required to provide proof of adequate insurance coverage on the properties they occupy. The Managing Members believe the properties are adequately covered by insurance and consider the properties to be well-maintained and sufficient for the Company's operations.
ITEM 2. PROPERTIES. (Continued)
For tax purposes, the Company's properties are depreciated under the Modified Accelerated Cost Recovery System (MACRS). The largest depreciable component of a property is the building which is depreciated using the straight-line method over 39 years. The remaining depreciable component of a property is land improvements which are depreciated using an accelerated method over 15 years. Since the Company has tax-exempt Members, the Company is subject to the rules of Section 168(h)(6) of the Internal Revenue Code which requires a percentage of the properties' depreciable components to be depreciated over longer lives using the straight-line method. In general, the federal tax basis of the properties for tax depreciation purposes equals the book depreciable cost of the properties plus the amortizable cost of the related intangible lease assets, except for properties whose carrying value was reduced by a real estate impairment and properties purchased during 2009 through 2017. Real estate impairments, which are recorded against the book cost of the land and depreciable property, are not recognized for tax purposes. For properties purchased during 2009 through 2017, acquisition expenses that were expensed for book purposes were capitalized and added to the basis of the property for tax depreciation purposes.
At December 31, 2019,2021, all properties listed above were 100% occupied. The only exceptionsexception is the Advance Auto Parts store that became vacant in August 2019 and the multi-tenant property in Wichita, Kansas that is 85%28% occupied.
ITEM 3. LEGAL PROCEEDINGS.
None.
ITEM 4. MINE SAFETY DISCLOSURES.
Not applicable.
PART II
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCK-
HOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.
(a) As of December 31, 2019,2021, there were 451444 holders of record of the registrant's LLC Units. There is no other class of security outstanding or authorized. The registrant's Units are not a traded security in any market. During the period covered by this report, the Company did not sell any equity securities that are not registered under the Securities Act of 1933.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCK-
HOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.
Cash distributions of $31,395 and $11,332 and $19,579 were madedeclared to the Managing Members and $366,398$2,361,900 and $660,004$366,397 were madedeclared to the Limited Members for 20192021 and 2018,2020, respectively. The distributions were made on a quarterly basis and represented Net Cash Flow, as defined, except as discussed below. These distributions should not be compared with dividends paid on capital stock by corporations.
As part of the Limited Members’ distributions discussed above, the Company distributed net sale proceeds of $40,000 in 2018.
(b) Not applicable.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCK-
HOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.
(c) Pursuant to Section 7.7 of the Operating Agreement, each Limited Member has the right to present Units to the Company for purchase by submitting notice to the Managing Member during January or July of each year. The purchase price of the Units is equal to 85% of the net asset value per Unit, as of the first business day of January or July of each year, as determined by the Managing Member in accordance with the provisions of the Operating Agreement. The purchase price is equal to 100% of the net asset value per Unit in the case of Units of a deceased investor, who purchased the Units in the initial offering and who is a natural person, including Units held by an investor that is an IRA or other qualified plan for which the deceased person was the primary beneficiary, or Units held by an investor that is a grantor trust for which the deceased person was the grantor.
Units tendered to the Company during January and July may be repurchased on April 1st and October 1st, respectively, of each year subject to the following limitations. The Company will not be obligated to purchase in any year more than 2% of the total number of Units outstanding on January 1 of such year. In no event shall the Company be obligated to purchase Units if, in the sole discretion of the Managing Member, such purchase would impair the capital or operation of the Company. During the last three months of 2019,2021, the Company did not purchase any Units.
Other Information
Effective April 11, 2016, the Financial Industry Regulatory Authority (“FINRA”) implemented Rule 2310, a revised rule that requires securities broker-dealers to report on customer account statements the value of investment units of non-traded securities, such as REITs, LLCs and Limited Partnerships, provided that the per unit value is derived using methodology set forth by the rule.
At December 31, 2019,2021, the estimated value of the Company’s Units was $5.92$6.36 per Unit. The Managing Member is the party responsible for the estimated value per Unit. The estimated value was derived using methodology that conforms to standard industry practice and based upon material assistance and/or confirmation by third-party valuation expert(s), in accordance with the appraised value method set forth in FINRA Rule 2340(c)(1)(B).
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCK-
HOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.
In determining the estimated value of each property, the Managing Member relied on some or all of the following external information sources, as well as its own experience in the commercial, net leased property industry and knowledge of each property:
●
Opinions of value from real estate brokerage firms
●
Appraisal reports from independent commercial property appraisers
●
Industry market reports from real estate brokerage and appraisal firms
●
Market values from comparable properties listed for sale or recently sold
●
Interviews with real estate brokers and tenants
●
Tenant financial reports and other credit information, where available
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCK-
HOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.
The per Unit value was the aggregate estimated value of the Company's assets less the Company's liabilities, and less the value attributable to the interest of the Managing Members, divided by the number of Units outstanding. The Company's cash, receivables and liabilities were valued at face value.value as of September 30, 2021. Each of the Company's properties were valued by dividing their annual rental income as of December 1, 20192021 by a capitalization rate the Managing Member believed, based upon the aforementioned valuation process, to be representative of the retail market for the sale of each property. The resulting value for each property was reviewed to determine that it also reflected circumstances that may have been unique to each specific property. For recently acquired properties, an appraisal report received at or near the time of acquisition from an independent commercial property appraiser was used to determine the value of the property. The appraisal report is used to value the property for approximately one year after the date of acquisition. The valuations were estimates only, and were based on a number of assumptions which may not be accurate or complete. In addition, property values are subject to change and could decline after the date of the valuations. Accordingly, this estimated value should not be viewed as the amount at which a Limited Member may be able to sell his units, or the fair market value of the Company properties, nor does it represent the amount of net proceeds Limited Members would receive if the Company properties were sold and the proceeds distributed in a liquidation of the Company.
The following table provides a breakdown of each major asset type, liabilities and the number of Units that were used to calculate the estimated value per Unit, using the methodology described above, as of December 31, 20192021 and 2018:2020:
| | | December 31, 2019 | | December 31, 2018 |
| Properties | $ | 9,909,000 | $ | 11,026,000 |
| Cash | | 671,000 | | 468,000 |
| Current liabilities | | (181,000) | | (241,000) |
| Value attributable to the interest of the Managing Members | | (104,000) | | (112,000) |
| Value attributable to the interest of the Limited Members | $ | 10,295,000 | $ | 11,141,000 |
| LLC Units outstanding | | 1,738,006 | | 1,738,006 |
| | | | | |
| | | December 31, 2021 | | December 31, 2020 |
Properties | $ | 8,090,000 | $ | 9,348,000 |
Cash | | 1,224,000 | | 1,339,000 |
Current liabilities | | (179,000) | | (131,000) |
Sales Proceeds | | 1,655,000 | | 0 |
Value attributable to the interest of the Managing Members | | (108,000) | | (106,000) |
Value attributable to the interest of the Limited Members | $ | 10,682,000 | $ | 10,450,000 |
LLC Units outstanding | | 1,678,443.20 | | 1,738,006 |
| | | | | |
ITEM 6. SELECTED FINANCIAL DATA.(Reserved)
Not required for a smaller reporting company.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS.
This section contains "forward-looking statements" which represent management's expectations or beliefs concerning future events, including statements regarding anticipated application of cash, expected returns from rental income, growth in revenue, the sufficiency of cash to meet operating expenses, rates of distribution, and other matters. These, and other forward-looking statements, should be evaluated in the context of a number of factors that may affect the Company’s financial condition and results of operations, including the following:
—
Market and economic conditions which affect the value of the properties the Company owns and the cash from rental income such properties generate;
| — | Market and economic conditions which affect the value of the properties the Company owns and the cash from rental income such properties generate; |
—
the federal income tax consequences of rental income, deductions, gain on sales and other items and the effects of these consequences for Members;
| — | the federal income tax consequences of rental income, deductions, gain on sales and other items and the effects of these consequences for Members; |
—
resolution by the Managing Members of conflicts with which they may be confronted;
| — | resolution by the Managing Members of conflicts with which they may be confronted; |
—
the success of the Managing Members of locating properties with favorable risk return characteristics;
| — | the success of the Managing Members of locating properties with favorable risk return characteristics; |
—
the effect of tenant defaults; and
| — | the effect of tenant defaults; and |
—
the condition of the industries in which the tenants of properties owned by the Company operate.
| — | the condition of the industries in which the tenants of properties owned by the Company operate. |
Application of Critical Accounting Policies
The Company’s financial statements have been prepared in accordance with US GAAP. Preparing the financial statements requires management to use judgment in the application of these accounting policies, including making estimates and assumptions. These judgments will affect the reported amounts of the Company’s assets and liabilities and the disclosure of contingent assets and liabilities as of the dates of the financial statements and will affect the reported amounts of revenue and expenses during the reporting periods. It is possible that the carrying amount of the Company’s assets and liabilities, or the results of reported operations, will be affected if management’s estimates or assumptions prove inaccurate.
Management of the Company evaluates the following accounting estimates on an ongoing basis, and has discussed the development and selection of these estimates and the management discussion and analysis disclosures regarding them with the managing member of the Company.
Allocation of Purchase Price of Acquired Properties
Upon acquisition of real properties, the Company records them in the financial statements at cost. The purchase price is allocated to tangible assets, consisting of land and building, and to identified intangible assets and liabilities, which may include the value of above market and below market leases and the value of in-place leases. The allocation of the purchase price is based upon the relative fair value of each component of the property. Although independent appraisals may be used to assist in the determination of fair value, in many cases these values will be based upon management’s assessment of each property, the selling prices of comparable properties and the discounted value of cash flows from the asset.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS. (Continued)
The fair values of above market and below market in-place leases will be recorded based on the present value (using an interest rate which reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases and (ii) an estimate of fair market lease rates for the corresponding in-place leases measured over a period equal to the non-cancelable term of the lease including any bargain renewal periods. The above market and below market lease values will be capitalized as intangible lease assets or liabilities. Above market lease values will be amortized as an adjustment of rental income over the remaining term of the respective leases. Below market lease values will be amortized as an adjustment of rental income over the remaining term of the respective leases, including any bargain renewal periods. If a lease were to be terminated prior to its stated expiration, all unamortized amounts of above market and below market in-place lease values relating to that lease would be recorded as an adjustment to rental income.
The fair values of in-place leases will include estimated direct costs associated with obtaining a new tenant, and opportunity costs associated with lost rentals which are avoided by acquiring an in-place lease. Direct costs associated with obtaining a new tenant may include commissions, tenant improvements, and other direct costs and are estimated, in part, by management’s consideration of current market costs to execute a similar lease. These direct costs will be included in intangible lease assets on the balance sheet and will be amortized to expense over the remaining term of the respective leases. The value of opportunity costs will be calculated using the contractual amounts to be paid pursuant to the in-place leases over a market absorption period for a similar lease. These intangibles will be included in intangible lease assets on the balance sheet and will be amortized to expense over the remaining term of the respective leases. If a lease were to be terminated prior to its stated expiration, all unamortized amounts of in-place lease assets relating to that lease would be expensed.
The determination of the relative fair values of the assets and liabilities acquired will require the use of significant assumptions with regard to the current market rental rates, rental growth rates, discount and capitalization rates, interest rates and other variables. If management’s estimates or assumptions prove inaccurate, the result would be an inaccurate allocation of purchase price, which could impact the amount of reported net income.
Carrying Value of Properties
Properties are carried at original cost, less accumulated depreciation and amortization. The Company tests long-lived assets for recoverability when events or changes in circumstances indicate that the carrying value may not be recoverable. For properties the Company will hold and operate, management determines whether impairment has occurred by comparing the property’s probability-weighted future undiscounted cash flows to its current carrying value. For properties held for sale, management determines whether impairment has occurred by comparing the property’s estimated fair value less cost to sell to its current carrying value. If the carrying value is greater than the net realizable value, an impairment loss is recorded to reduce the carrying value of the property to its net realizable value. Changes in these assumptions or analysis may cause material changes in the carrying value of the properties.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS. (Continued)
Allocation of Expenses
AEI Fund Management, Inc. allocates expenses to each of the funds they manage primarily on the basis of the number of hours devoted by their employees to each fund’s affairs. They also allocate expenses at the end of each month that are not directly related to a fund’s operations based upon the number of investors in the fund and the fund’s capitalization relative to other funds they manage. The Company reimburses these expenses subject to detailed limitations contained in the Operating Agreement.
Factors Which May Influence Results of Operations
The Company is not aware of any material trends or uncertainties, other than national economic conditions affecting real estate generally, that may reasonably be expected to have a material impact, favorable or unfavorable, on revenues and investment property value. However, due to the recent outbreak of the coronavirus (COVID-19) in the U.S. and globally, our tenants and operating partners may be impacted. See Note 8 on COVID-19 effect on our operations. The impact of the coronavirusCOVID-19 on our future results could still be significant and will largely depend on futurecontinuing developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of the coronavirus,COVID-19, the success of actions taken to contain or treat the coronavirus,COVID-19, and reactions by consumers, companies, governmental entities and capital markets.
Results of Operations
For the years ended December 31, 20192021 and 2018,2020, the Company recognized rental income of $722,519$656,749 and $961,688,$663,063, respectively. In 2019,2021, rental income decreased due to the sale of one property, in 2019 and the lease terms ending for the Dick’s Sporting Goods store and the Advance Auto store, as discussed below. These decreases werewhich was partially offset by additionala rent received fromincrease on one property acquisition in 2019, rent increases on two properties and rent received from a new tenant in the Wichita property. Based on the scheduled rent for the properties owned as of February 29, 2020,28, 2022, the Company expects to recognize rental income of approximately $729,000$530,653 in 2020.2022.
For the years ended December 31, 20192021 and 2018,2020, the Company incurred LLC administration expenses from affiliated parties of $145,508$124,596 and $138,370,$108,100, respectively. These administration expenses include costs associated with the management of the properties, processing distributions, reporting requirements and communicating with the Limited Members. During the same periods, the Company incurred LLC administration and property management expenses from unrelated parties of $127,622$88,271 and $151,049,$100,625, respectively. These expenses represent direct payments to third parties for legal and filing fees, direct administrative costs, outside audit costs, taxes, insurance and other property costs. These expenses were higher in 2018, when compared to 2019, due to expenses related to the property in Wichita, Kansas.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS. (Continued)
The Company owns a 40% interest in a former Sports Authority store in Wichita, Kansas. On March 2, 2016, the tenant, TSA Stores, Inc., and its parent company, The Sports Authority, Inc., the guarantor of the lease, filed for Chapter 11 bankruptcy reorganization. In June 2016, the tenant filed a motion with the bankruptcy court to reject the lease for this store effective June 30, 2016, at which time the tenant returned possession of the property to the owners. As of December 31, 2019,2020, the tenant owed $19,366 of past due rent, which was not accruedrecorded for financial reporting purposes. On March 23, 2021, a motion to dismiss the bankruptcy case was issued by a federal judge to The Sports Authority, Inc., the Company will therefore not be receiving any of the past due rent. The owners listed the property for lease with a real estate broker in the Wichita area. While the property was vacant, the Company was responsible for its 40% share of real estate taxes and other costs associated with maintaining the property.
On September 21, 2017, the Company entered into a lease agreement with a primary term of 10 years with Biomat USA, Inc. (“Biomat”) as a replacement tenant for 28% of the square footage of the property. The tenant operates a Biomat USA Plasma Center in the space. The Company’s 40% share of annual rent, which commenced on June 18, 2018, is $37,071. Biomat agreed to pay for the costs to divide the building into two separate spaces, the costs of tenant improvements to remodel the Biomat space and 28% of the cost to replace the roof. In the second quarter of 2018, the Company recorded $54,219 as a property expense for its 40% share of the remaining cost to replace the roof. At December 31, 2017, the Company accrued its 40% share of lease commissions due to real estate brokers totaling $54,293 that were owed as part of the lease transaction. This amount was capitalized and will be amortized over the term of the lease.
On August 27, 2019, the Company entered into a lease agreement with a primary term of 10 years with BigTime Fun Center, LLC as a replacement tenant for 57% of the square footage of the property. The tenant willwas to operate an indoor sports entertainment center in the space. The Company’s 40% share of annual rent, which commencedwas to commence on February 23, 2020, is $78,000. As part of the agreement, the Company willwas to pay a tenant improvement allowance of $64,000 when certain conditions are met by the tenant. Due to ongoing difficulties relating to the COVID-19 pandemic the Company was negotiating a rent commencement date of April 1, 2021. As a part of the negotiations, the tenant improvement allowance was to be replaced with a ten month rent abatement starting April 1, 2021. Additionally, this agreement would forebear rent and additional charges for the period from February 23, 2020 to March 31, 2021. In September 2019, the Company paid $32,760 to a real estate broker for its 40% share of the lease commission due as part of the lease transaction. This amount was capitalized and will be amortized over the term of the lease.
The On January 22, 2021 the owner of Big Time Fun Center, LLC informed the Company ownedthat it does not intend to open the Wichita property. As a 27% interest in a Dick’s Sporting Goods store in Fredericksburg, Virginia. The remaining interestsresult of the tenant informing the Company of their intention not to open, the full amount of the lease commission was amortized in the fourth quarter of 2020. The property were owned by three affiliates of the Company. On January 31, 2019, the lease term ended, and the tenant returned possession of the property to the owners. While the property was vacant, the Company was responsibleis currently being marketed for its 27% share of real estate taxes and other costs associated with maintaining the property. The owners listed the property forsale or lease with a real estate broker in the FredericksburgWichita area. The annual rent from this property represented approximately 24% of the total annual rent of the Company’s property portfolio. The loss of rent and increased expenses related to this property decreased the Company’s cash flow. Consequently, beginning with the first quarter of 2019, the Company reduced its regular quarterly cash distribution rate from $0.0949 per Unit to $0.0527 per Unit.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS. (Continued)
Based on its long-lived asset valuation analysis, the Company determined the former Dick’s Sporting Goods store was impaired. As a result, in the fourth quarter of 2018, a charge to operations for real estate impairment of $830,973 was recognized, which was the difference between the carrying value at December 31, 2018 of $2,423,973 and the estimated fair value of $-----1,593,000. Based on its long-lived asset valuation analysis, in the first quarter of 2019, the Company recognized an additional real estate impairment of $611,623 to decrease the carrying value to the estimated fair value of $972,000. The charges were recorded against the cost of the land and building.
In October 2019, after marketing the property for lease for many months, the Company decided to sell its 27% interest in the former Dick’s Sporting Goods store. In the third quarter of 2019, as a result of deciding to sell the property, the Company recognized an additional real estate impairment of $298,990 to decrease the carrying value to the estimated fair value of $661,500. The charges were recorded against the cost of the land and building. In November 2019, the Company entered into an agreement to sell the property to an unrelated third party. On December 27, 2019, the sale closed with the Company receiving net proceeds of $663,277, which resulted in a net gain of $1,777. At the time of sale, the cost and related accumulated depreciation was $1,385,017 and $723,517, respectively.
The Company ownsowned a 55% interest in an Advance Auto Parts store in Middletown, Ohio. The remaining interest in the property iswas owned by an affiliate of the Company. On July 31, 2019, the lease term ended, and the tenant returned possession of the property to the owners. While the property iswas vacant, the Company iswas responsible for its 55% share of real estate taxes and other costs associated with maintaining the property. The owners have listed the property for sale or lease with a real estate broker in the Middletown area.area, and the property was sold to an unaffiliated third party on June 29, 2021. The annual rent from this property represented approximately 11% of the total annual rent of the Company’s property portfolio. The loss of rent and increased expenses related to this property will decreasedecreased the Company’s cash flow. However, at this time, the Company does not anticipate the need to further reduce its regular quarterly cash distribution rate.
Based on its long-lived asset valuation analysis in the fourth quarter of 2020, the Company determined the Advance Auto store was impaired. As a result, in the second quarter of 2019, a charge to operations forimpaired and recognized an additional real estate impairment of $367,315 was recognized, which was the difference between$78,376 to decrease the carrying value at June 30, 2019 of $546,065 andto the estimated fair value of $178,750.$82,500. The charge was recorded against the cost of the land and building.
For the years ended December 31, 20192021 and 2018,2020, the Company recognized interest income of $10,486$1,248 and $3,428,$3,441, respectively.
Management believes inflation has not significantly affected income from operations. Leases may contain rent increases, based on the increase in the Consumer Price Index over a specified period, which will result in an increase in rental income over the term of the leases. Inflation also may cause the real estate to appreciate in value. However, inflation and changing prices may have an adverse impact on the operating margins of the properties' tenants, which could impair their ability to pay rent and subsequently reduce the Net Cash Flow available for distributions.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS. (Continued)
Liquidity and Capital Resources
During the year ended December 31, 2019,2021, the Company's cash balances increased $870,840$1,435,688 as a result of cash generated from the sale of propertyproperties and cash generated from operating activities in excess of distributions paid to the Members, which were partially offset by cash used to purchase property.Members. During the year ended December 31, 2018,2020, the Company's cash balances decreased $31,168balance increased $24,107 as a result of cash generated from operating activities in excess of distributions paid to the Members in excess of cash generated from operating activities.Members.
Net cash provided by operating activities decreasedincreased from $648,415$401,836 in 20182020 to $461,117$428,284 in 20192021 as a result of a decrease in total rental and interest income in 2019, which was partially offset by a decrease in LLC administration and property management expenses in 2019 and net timing differences in the collection of payments from the tenants and the payment of expenses, which was partially offset by a decrease in total rental and interest income in 2021 and an increase in LLC administration expenses.
The major components of the Company's cash flow from investing activities are investments in real estate and proceeds from the sale of real estate. During the year ended December 31, 2019,2021, the Company generated cash flow from the sale of real estate of $1,905,734. During the same period, the Company expended $1,042,610 to invest in real properties as the Company reinvested cash generated from property sales.$1,696,854.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS. (Continued)
In December 2018, the Company decided to sell the Applebee’s restaurant in Crawfordsville, Indiana. In January 2019,April 2021, the Company entered into an agreement to sell its 55% interest in the propertyAdvance Auto Parts store in Middletown, Ohio to an unrelated third party. On April 8, 2019,June 29, 2021, the sale closed with the Company receiving net proceeds of $1,242,457,$99,069, which resulted in a net gain of $436,887.$18,606. At the time of sale, the cost and related accumulated depreciation and amortization was $1,237,771$576,598 and $432,201,$496,135, respectively. At December 31, 2018, the property was classified as Real Estate Held for Sale with a carrying value of $805,570.
On June 6, 2019,
In November 2021, the Company purchasedentered into an additional 16% joint-venture interest in the Best Buyagreement to sell its Dollar Tree store in Eau Claire, Wisconsin for $1,009,850 from AEI Income & Growth Fund 23 LLC (“Fund 23”),West Point, Mississippi to an affiliateunrelated third party. On December 10, 2021, the sale closed with the Company receiving net proceeds of $1,597,785, which resulted in a gain of $338,872. At the time of the Company.sale, the cost and related accumulated depreciation and amortization was $1,535,714 and $276,801, respectively.
In March 2022, the Company entered into an agreement to sell its Zales store in Enid, Oklahoma to an unrelated third party. The purchase pricesale is subject to contingencies and may not be completed. If the sale is completed, the Company expects to receive net proceeds of the property interest was based upon the property’s fair market value as determined by an independent, third-party, commercial property appraiser. The property interest became available because Fund 23 isapproximately $1,609,000, which will result in the processa net gain of liquidating its property portfolio. The Company now owns a 46% interest in the Best Buy property. The Company allocated $69,074 of the purchase price to Acquired Intangible Lease Assets, representing in-place lease intangibles. The annual rent for the additional 16% interest that was purchased is $83,627.approximately $451,000.
The Company's primary use of cash flow, other than investment in real estate, is distribution payments to Members and cash used to repurchase Units. The Company declares its regular quarterly distributions before the end of each quarter and pays the distribution in the first week after the end of each quarter. The Company attempts to maintain a stable distribution rate from quarter to quarter. The Company may repurchase tendered Units on April 1st and October 1st of each year subject to limitations.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS. (Continued)
For the years ended December 31, 20192021 and 2018,2020, the Company declared distributions of $377,730$2,393,295 and $679,583,$377,729, respectively. Pursuant to the Operating Agreement, distributions of Net Cash Flow were allocated 97% to the Limited Members and 3% to the Managing Members. Distributions of Net Proceeds of Sale were allocated 99% to the Limited Members and 1% to the Managing Members. The Limited Members received distributions of $366,398$2,361,900 and $660,004$366,397 and the Managing Members received distributions of $11,332$31,395 and $19,579$11,332 for the years, respectively.
As part of the distributions discussed above, the Company distributed net sale proceeds (from property sales completedof $2,020,202 in 2015) of $40,404 in 2018.2021. The Limited Members received distributions of $40,000$2,000,000 and the Managing Members received distributions of $404.$20,202. The Limited Members’ distributions represented $0.02$1.19 per Unit.Unit for the year.
The Company may repurchase Units from Limited Members who have tendered their Units to the Company. Such Units may be acquired at a discount. The Company will not be obligated to purchase in any year more than 2% of the total number of Units outstanding on January 1 of such year. In no event shall the Company be obligated to purchase Units if, in the sole discretion of the Managing Member, such purchase would impair the capital or operation of the Company. On April 1, 2021, the Company repurchased a total of 59,562.8 Units for $305,367 from eight Limited Partners in accordance with the Operating Agreement. The Company acquired these Units using Net Cash Flow from operations. During 2019 and 2018,2020, the Company did not repurchase any Units from the Limited Members.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS. (Continued)
The continuing rent payments from the properties, together with cash generated from property sales, should be adequate to fund continuing distributions and meet other Company obligations on both a short-term and long-term basis.
Off-Balance Sheet Arrangements
As of December 31, 20192021 and 2018,2020, the Company had no material off-balance sheet arrangements that had or are reasonably likely to have current or future effects on its financial condition, results of operations, liquidity or capital resources.
ITEM 7A. QUANTITATIVE & QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
Not required for a smaller reporting company.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
See accompanying index to financial statements.
AEI INCOME & GROWTH FUND 26 LLC
INDEX TO FINANCIAL STATEMENTS
| | |
| | Page |
| | |
Report of Independent Registered Public Accounting Firm | 1718 – 19 |
| | |
Balance Sheets as of December 31, 20192021 and 20182020 | 1820 |
| | |
Statements for the Years Ended December 31, 20192021 and 2018:2020: | |
| | |
| | Operations | 1921 |
| | | |
| | Cash Flows | 2022 |
| | | |
| | Changes in Members’ Equity (Deficit) | 2123 |
| | |
Notes to Financial Statements | 2224 – 3638 |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Members:
AEI Income & Growth Fund 26 LLC
St. Paul, Minnesota
Opinion on the Financial Statements
We have audited the accompanying balance sheets of AEI Income & Growth Fund 26 LLC (a Delaware limited liability company) (the “Company”) as of December 31, 20192021 and 2018,2020, and the related statements of operations, changes in members' equity, (deficit), and cash flows for each of the years in the two-year period ended December 31, 2019,2021, and the related notes (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 20192021 and 2018,2020, and the results of its operations and its cash flows for each of the years in the two-year period ended December 31, 2019,2021, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matters
Critical audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
Impairment of Real Estate Investments
Description of the Matter
As described in Note 2 to the financial statements, the Company tests investments in real estate for recoverability when events or changes in circumstances indicate that the carrying value may not be recoverable. Management determines whether impairment has occurred by comparing the property’s probability-weighted future undiscounted cash flows to its carrying value. The Company’s undiscounted future cash flows analysis requires management to make significant estimates and assumptions related to future rental rates, occupancy levels, costs to obtain a tenant, holding expenses while vacant, and estimated sale proceeds. If the expected future cash flows are less than the carrying value of the property, the Company recognizes an impairment loss equal to the amount by which the carrying amount of the property exceeds the fair value of the property. Fair value is determined based on independent appraisals, selling prices of comparable properties, sale agreements under negotiation, and/or final selling prices.
We identified the impairment of real estate investments as a critical audit matter because of the significant estimates and assumptions management makes to evaluate the recoverability of real estate investments. Given these factors, the related audit effort in evaluating management’s assumptions in determining the recoverability of real estate assets was extensive and required a high degree of auditor judgment.
How We Addressed the Matter in Our Audit
Our audit procedures related to the Company’s real estate recoverability analysis included the following, among others:
●
We obtained an understanding and evaluated the design of controls over management’s evaluation of recoverability of real estate property assets, including management’s process for determining the key inputs utilized in estimating the undiscounted future cash flows.
●
We evaluated the undiscounted cash flow analysis, including management’s estimates of tenant occupancy, future rental income and estimated sale proceeds, for each real estate asset with possible impairment indicators by evaluating the adequacy and reasonableness of the source information and assumptions used by management and testing mathematical accuracy of the analysis.
●
We made inquiries of management regarding the current status of potential transactions and about management’s judgments to understand the probability of future events that could affect the cash flow assumptions for the properties.
/s/ BOULAY PLLP
| |
/s/ Boulay PLLP
Boulay PLLP | |
| | |
We have served as the Company’s auditor since 20052005. |
PCAOB ID 542 | |
Minneapolis, Minnesota | |
March 30, 20202022 | |
AEI INCOME & GROWTH FUND 26 LLC
BALANCE SHEETS
ASSETS
| | | December 31, | | | December 31, | |
| | | | | | | |
| | | | | | | |
| Current Assets: | | | | | | |
| Cash | | $ | 1,331,120 | | | $ | 460,280 | |
| | | | | | | | | |
| Real Estate Investments: | | | | | | | | |
| Land | | | 2,866,197 | | | | 3,666,185 | |
| Buildings | | | 7,775,160 | | | | 8,697,341 | |
| Acquired Intangible Lease Assets | | | | | | | | |
| Real Estate Held for Investment, at cost | | | 11,449,509 | | | | 13,069,844 | |
| Accumulated Depreciation and Amortization | | | | | | | | |
| Real Estate Held for Investment, Net | | | 8,215,749 | | | | 9,509,669 | |
| Real Estate Held for Sale | | | | | | | | |
| Total Real Estate Investments | | | | | | | | |
| Total Assets | | | | | | | | |
| | | December 31, | | December 31, |
| | | 2021 | | 2020 |
| | | | | |
| Current Assets: | | | | |
| Cash | $ | 2,790,915 | $ | 1,355,227 |
| Rent Receivable | | 1,613 | | 17,747 |
| Total Current Assets | | 2,792,528 | | 1,372,974 |
| | | | | |
| Real Estate Investments: | | | | |
| Land | | 2,559,432 | | 2,848,286 |
| Buildings | | 5,840,719 | | 7,714,695 |
| Acquired Intangible Lease Assets | | 575,175 | | 808,152 |
| Real Estate Held for Investment, at cost | | 8,975,326 | | 11,371,133 |
| Accumulated Depreciation and Amortization | | (3,076,825) | | (3,651,340) |
| Real Estate Held for Investment, Net | | 5,898,501 | | 7,719,793 |
| Long-Term Rent Receivable | | 0 | | 1,613 |
| Total Assets | $ | 8,691,029 | $ | 9,094,380 |
LIABILITIES AND MEMBERS’ EQUITY
| Current Liabilities: | | | | | | |
| Payable to AEI Fund Management, Inc. | | $ | 68,108 | | | $ | 45,278 | |
| Distributions Payable | | | 94,433 | | | | 170,104 | |
| Unearned Rent | | | | | | | | |
| Total Current Liabilities | | | | | | | | |
| | | | | | | | | |
| Long-term Liabilities: | | | | | | | | |
| Acquired Below-Market Lease Intangibles, Net | | | 170,091 | | | | 199,675 | |
| | | | | | | | | |
| Members’ Equity (Deficit): | | | | | | | | |
| Managing Members | | | (80,397 | ) | | | (45,998 | ) |
Limited Members – 10,000,000 Units authorized; 1,738,006 Units issued and outstanding as of December 31, 2019 and 2018 | | | | | | | | |
| Total Members’ Equity | | | | | | | | |
| Total Liabilities and Members’ Equity | | | | | | | | |
| Current Liabilities: | | | | |
| Payable to AEI Fund Management, Inc. | $ | 38,903 | $ | 53,953 |
| Distributions Payable | | 2,113,089 | | 94,433 |
| Total Current Liabilities | | 2,151,992 | | 148,386 |
| | | | | |
| Long-term Liabilities: | | | | |
| Acquired Below-Market Lease Intangibles, Net | | 0 | | 140,507 |
| | | | | |
| Members’ Equity: | | | | |
| Managing Members | | 0 | | (92,647) |
Limited Members – 10,000,000 Units authorized; 1,678,443 and 1,738,006 Units issued and outstanding as of December 31, 2021 and 2020, respectively | | 6,539,037 | | 8,898,134 |
| Total Members’ Equity | | 6,539,037 | | 8,805,487 |
| Total Liabilities and Members’ Equity | $ | 8,691,029 | $ | 9,094,380 |
The accompanying Notes to Financial Statements are an integral part of these statements.
AEI INCOME & GROWTH FUND 26 LLC
STATEMENTS OF OPERATIONS
| | | | |
| | | | | | | |
| | | | | | | |
| Rental Income | | $ | 722,519 | | | $ | 961,688 | |
| | | | | | | | | |
| Expenses: | | | | | | | | |
| LLC Administration – Affiliates | | | 145,508 | | | | 138,370 | |
LLC Administration and Property Management – Unrelated Parties | | | 127,622 | | | | 151,049 | |
| Depreciation and Amortization | | | 389,526 | | | | 460,353 | |
| Real Estate Impairment | | | | | | | | |
| Total Expenses | | | | | | | | |
| | | | | | | | | |
| Operating Income (Loss) | | | (1,218,065 | ) | | | (619,057 | ) |
| | | | | | | | | |
| Other Income: | | | | | | | | |
| Gain on Sale of Real Estate | | | 438,664 | | | | 0 | |
| Interest Income | | | | | | | | |
| Total Other Income | | | | | | | | |
| | | | | | | | | |
| Net Income (Loss) | | | | | | | | |
| | | | | | | | | |
| Net Income (Loss) Allocated: | | | | | | | | |
| Managing Members | | $ | (23,067 | ) | | $ | (1,850 | ) |
| Limited Members | | | | | | | | |
| Total | | | | | | | | |
| | | | | | | | | |
| Net Income (Loss) per LLC Unit | | | | | | | | |
| | | | | | | | | |
Weighted Average Units Outstanding – Basic and Diluted | | | | | | | | |
| | | | | | | | | |
| | | | |
| | | Years Ended December 31 |
| | | 2021 | | 2020 |
| | | | | |
| Rental Income | $ | 656,749 | $ | 663,063 |
| | | | | |
| Expenses: | | | | |
| LLC Administration – Affiliates | | 124,596 | | 108,100 |
LLC Administration and Property Management – Unrelated Parties | | 88,271 | | 100,625 |
| Depreciation and Amortization | | 360,952 | | 410,004 |
| Real Estate Impairment | | 0 | | 78,376 |
| Total Expenses | | 573,819 | | 697,105 |
| | | | | |
| Operating Income (Loss) | | 82,930 | | (34,042) |
| | | | | |
| Other Income: | | | | |
| Gain on Sale of Real Estate | | 357,478 | | 0 |
| Interest Income | | 1,248 | | 3,441 |
| Total Other Income | | 358,726 | | 3,441 |
| | | | | |
| Net Income (Loss) | $ | 441,656 | $ | (30,601) |
| | | | | |
| Net Loss Allocated: | | | | |
| Managing Members | $ | 133,486 | $ | (918) |
| Limited Members | | 308,170 | | (29,683) |
| Total | $ | 441,656 | $ | (30,601) |
| | | | | |
| Net Loss per LLC Unit | $ | .18 | $ | (.02) |
| | | | | |
Weighted Average Units Outstanding – Basic and Diluted | | 1,693,334 | | 1,738,006 |
| | | | | |
The accompanying Notes to Financial Statements are an integral part of these statements.
AEI INCOME & GROWTH FUND 26 LLC
STATEMENTS OF CASH FLOWS
| | | | |
| | | | | | | |
| Cash Flows from Operating Activities: | | | | | | |
| Net Income (Loss) | | $ | (768,915 | ) | | $ | (615,629 | ) |
| | | | | | | | | |
Adjustments to Reconcile Net Income To Net Cash Provided by Operating Activities: | | | | | | | | |
| Depreciation and Amortization | | | 367,518 | | | | 438,345 | |
| Real Estate Impairment | | | 1,277,928 | | | | 830,973 | |
| Gain on Sale of Real Estate | | | (438,664 | ) | | | 0 | |
Increase (Decrease) in Payable to AEI Fund Management, Inc. | | | 22,830 | | | | (5,274 | ) |
| Increase in Unearned Rent | | | | | | | | |
| Total Adjustments | | | | | | | | |
Net Cash Provided By (Used For) Operating Activities | | | | | | | | |
| | | | | | | | | |
| Cash Flows from Investing Activities: | | | | | | | | |
| Investments in Real Estate | | | (1,042,610 | ) | | | 0 | |
| Proceeds from Sale of Real Estate | | | | | | | | |
Net Cash Provided By (Used For) Investing Activities | | | | | | | | |
| | | | | | | | | |
| Cash Flows from Financing Activities: | | | | | | | | |
| Distributions Paid to Members | | | | | | | | |
| | | | | | | | | |
| Net Increase (Decrease) in Cash | | | 870,840 | | | | (31,168 | ) |
| | | | | | | | | |
| Cash, beginning of year | | | | | | | | |
| | | | | | | | | |
| Cash, end of year | | | | | | | | |
| | | | | | | | | |
| | | | |
| | | Years Ended December 31 |
| | | 2021 | | 2020 |
| | | | | |
| Cash Flows from Operating Activities: | | | | |
| Net Income (Loss) | $ | 441,656 | $ | (30,601) |
| | | | | |
Adjustments to Reconcile Net Income To Net Cash Provided by Operating Activities: | | | | |
| Depreciation and Amortization | | 341,409 | | 387,996 |
| Real Estate Impairment | | 0 | | 78,376 |
| Gain on Sale of Real Estate | | (357,478) | | 0 |
| (Increase) Decrease in Rent Receivable | | 17,747 | | (19,360) |
Increase (Decrease) in Payable to AEI Fund Management, Inc. | | (15,050) | | (14,155) |
| Increase (Decrease) in Unearned Rent | | 0 | | (420) |
| Total Adjustments | | (13,372) | | 432,437 |
Net Cash Provided By (Used For) Operating Activities | | 428,284 | | 401,836 |
| | | | | |
| Cash Flows from Investing Activities: | | | | |
| Proceeds from Sale of Real Estate | | 1,696,854 | | 0 |
| | | | | |
| Cash Flows from Financing Activities: | | | | |
| Distributions Paid to Members | | (374,639) | | (377,729) |
| Repurchase of LLC Units | | (314,811) | | 0 |
Net Cash Provided By (Used For) Financing Activities | | (689,450) | | (377,729) |
| | | | | |
| Net Increase (Decrease) in Cash | | 1,435,688 | | 24,107 |
| | | | | |
| Cash, beginning of year | | 1,355,227 | | 1,331,120 |
| | | | | |
| Cash, end of year | $ | 2,790,915 | $ | 1,355,227 |
| | | | | |
The accompanying Notes to Financial Statements are an integral part of these statements.
AEI INCOME & GROWTH FUND 26 LLC
STATEMENTS OF CHANGES IN MEMBERS' EQUITY (DEFICIT)
| | | | | | | | | | | | Limited Member Units Outstanding | |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| Balance, December 31, 2017 | | $ | (24,569 | ) | | $ | 11,680,243 | | | $ | 11,655,674 | | | | 1,738,006.0 | |
| | | | | | | | | | | | | | | | | |
| Distributions Declared | | | (19,579 | ) | | | (660,004 | ) | | | (679,583 | ) | | | | |
| | | | | | | | | | | | | | | | | |
| Net Income (Loss) | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
| Balance, December 31, 2018 | | | (45,998 | ) | | | 10,406,460 | | | | 10,360,462 | | | | 1,738,006.0 | |
| | | | | | | | | | | | | | | | | |
| Distributions Declared | | | (11,332 | ) | | | (366,398 | ) | | | (377,730 | ) | | | | |
| | | | | | | | | | | | | | | | | |
| Net Income (Loss) | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
| Balance, December 31, 2019 | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
| | | Managing Members | | Limited Members | | Total | | Limited Member Units Outstanding |
| | | | | | | | | |
| | | | | | | | | |
| Balance, December 31, 2019 | $ | (80,397) | $ | 9,294,214 | $ | 9,213,817 | | 1,738,006.0 |
| | | | | | | | | |
| Distributions Declared | | (11,332) | | (366,397) | | (377,729) | | |
| | | | | | | | | |
| Net Loss | | (918) | | (29,683) | | (30,601) | | |
| | | | | | | | | |
| Balance, December 31, 2020 | | (92,647) | | 8,898,134 | | 8,805,487 | | 1,738,006.0 |
| | | | | | | | | |
| Distributions Declared | | (31,395) | | (2,361,900) | | (2,393,295) | | |
| | | | | | | | | |
| Repurchase of LLC Units | | (9,444) | | (305,367) | | (314,811) | | (59,562.80) |
| | | | | | | | | |
| Net Income | | 133,486 | | 308,170 | | 441,656 | | |
| | | | | | | | | |
| Balance, December 31, 2021 | $ | 0 | $ | 6,539,037 | $ | 6,539,037 | | 1,678,443.20 |
| | | | | | | | | |
The accompanying Notes to Financial Statements are an integral part of these statements.
- 21 -
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 20192021 AND 20182020
(1) Organization –
AEI Income & Growth Fund 26 LLC (“Company”), a Limited Liability Company, was formed on March 14, 2005 to acquire and lease commercial properties to operating tenants. The Company's operations are managed by AEI Fund Management XXI, Inc. (“AFM”), the Managing Member. Robert P. Johnson, the previous Chief Executive Officer and sole director of AFM, servesserved as the Special Managing Member.Member until his withdrawal date effective March 31, 2020. AFM is a wholly owned subsidiary of AEI Capital Corporation of which Mr.the Robert P. Johnson Trust and his wifePatricia Johnson own a majority interest. AEI Fund Management, Inc. (“AEI”), an affiliate of AFM, performs the administrative and operating functions for the Company.
The terms of the offering called for a subscription price of $10 per LLC Unit, payable on acceptance of the offer. The Company commenced operations on April 3, 2006 when minimum subscriptions of 150,000 LLC Units ($1,500,000) were accepted. The offering terminated October 19, 2007, when the extended offering period ended. The Company received subscriptions for 1,832,736 Units. Under the terms of the Operating Agreement, the Limited Members and Managing Members contributed funds of $18,327,360 and $1,000, respectively. The Company shall continue until December 31, 2055, unless dissolved, terminated and liquidated prior to that date.
During operations, any Net Cash Flow, as defined, which the Managing Members determine to distribute will be distributed 97% to the Limited Members and 3% to the Managing Members. Distributions to Limited Members will be made pro rata by Units.
Any Net Proceeds of Sale, as defined, from the sale or financing of properties which the Managing Members determine to distribute will, after provisions for debts and reserves, be paid in the following manner: (i) first, 99% to the Limited Members and 1% to the Managing Members until the Limited Members receive an amount equal to: (a) their Adjusted Capital Contribution plus (b) an amount equal to 6.5% of their Adjusted Capital Contribution per annum, cumulative but not compounded, to the extent not previously distributed from Net Cash Flow; (ii) any remaining balance will be distributed 90% to the Limited Members and 10% to the Managing Members. Distributions to the Limited Members will be made pro rata by Units.
For tax purposes, profits from operations, other than profits attributable to the sale, exchange, financing, refinancing or other disposition of property, will be allocated 97% to the Limited Members and 3% to the Managing Members. Net losses from operations will be allocated 99% to the Limited Members and 1% to the Managing Members.
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 20192021 AND 20182020
(1) Organization – (Continued)
For tax purposes, profits arising from the sale, financing, or other disposition of property will be allocated in accordance with the Operating Agreement as follows: (i) first, to those Members with deficit balances in their capital accounts in an amount equal to the sum of such deficit balances; (ii) second, 99% to the Limited Members and 1% to the Managing Members until the aggregate balance in the Limited Members' capital accounts equals the sum of the Limited Members' Adjusted Capital Contributions plus an amount equal to 6.5% of their Adjusted Capital Contributions per annum, cumulative but not compounded, to the extent not previously allocated; (iii) third, the balance of any remaining gain will then be allocated 90% to the Limited Members and 10% to the Managing Members. Losses will be allocated 99% to the Limited Members and 1% to the Managing Members.
The Managing Members are not required to currently fund a deficit capital balance. Upon liquidation of the Company or withdrawal by a Managing Member, the Managing Members will contribute to the Company an amount equal to the lesser of the deficit balances in their capital accounts or 1.01% of the total capital contributions of the Limited Members over the amount previously contributed by the Managing Members.
In August 2021, the Managing Member mailed a Consent Statement (Proxy) seeking the consent of the Limited Members, as required by Section 6.1 of the Operating Agreement, to initiate the final disposition, liquidation and distribution of all of the Company’s properties and assets within the next 12 to 24 months. On October 12, 2021, the proposal was approved with a majority of Units voting in favor of the proposal. As a result, the Managing Member is proceeding with the planned liquidation of the Company.
(2) Summary of Significant Accounting Policies –
Financial Statement Presentation
The accounts of the Company are maintained on the accrual basis of accounting for both federal income tax purposes and financial reporting purposes.
Accounting Estimates
Management uses estimates and assumptions in preparing these financial statements in accordance with United States Generally Accepted Accounting Principles (US GAAP). Those estimates and assumptions may affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could differ from those estimates, and the difference could be material. Significant items, subject to such estimates and assumptions, include the carrying value of real estate held for investment, real estate held for sale and relatedthe allocation of purchase price of real estate assets and intangible assets.
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2021 AND 2020
(2) Summary of Significant Accounting Policies – (Continued)
The Company regularly assesses whether market events and conditions indicate that it is reasonably possible to recover the carrying amounts of its investments in real estate from future operations and sales. A change in those market events and conditions could have a material effect on the carrying amount of its real estate.
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2019 AND 2018
(2) Summary of Significant Accounting Policies – (Continued)
Cash Concentrations of Credit Risk
The Company's cash is deposited in one financial institution and at times during the year it may exceed FDIC insurance limits.
Rent Receivables
Credit terms are extended to tenants in the normal course of business. The Company performs ongoing credit evaluations of its customers’ financial condition and, generally, requires no collateral.
Receivables
Rent receivables are recorded at their estimated net realizable value. The Company follows a policy of providing an allowance for doubtful accounts; however, based on historical experience, and its evaluation of the current status of receivables, the Company is of the belief that such accounts, if any, will be collectible in all material respects and thus an allowance is not necessary. Accounts are considered past due if payment is not made on a timely basis in accordance with the Company’s credit terms. Receivables considered uncollectible are written off.
Income Taxes
The income or loss of the Company for federal income tax reporting purposes is includable in the income tax returns of the Members. In general, no recognition has been given to income taxes in the accompanying financial statements.
The tax return and the amount of distributable Company income or loss are subject to examination by federal and state taxing authorities. If such an examination results in changes to distributable Company income or loss, the taxable income of the members would be adjusted accordingly. Primarily due to its tax status as a partnership, the Company has no significant tax uncertainties that require recognition or disclosure. The Company is no longer subject to U.S. federal income tax examinations for tax years before 2016,2018, and with few exceptions, is no longer subject to state tax examinations for tax years before 2016.2018.
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2021 AND 2020
(2) Summary of Significant Accounting Policies – (Continued)
Revenue Recognition
The Company's real estate is leased under net leases, classified as operating leases. The leases provide for base annual rental payments payable in monthly installments. The Company recognizes rental income according to the terms of the individual leases. For deferred rents due to COVID-19, the Company recognizes the deferred rent related to the month it applies and records a rental receivable. For leases that contain stated rental increases, the increases are recognized in the year in which they are effective. Contingent rental payments are recognized when the contingencies on which the payments are based are satisfied and the rental payments become due under the terms of the leases.
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2019 AND 2018
(2) Summary of Significant Accounting Policies – (Continued)
Real Estate Investments
Upon acquisition of real properties, the Company records them in the financial statements at cost. The purchase price is allocated to tangible assets, consisting of land and building, and to identified intangible assets and liabilities, which may include the value of above market and below market leases and the value of in-place leases. The allocation of the purchase price is based upon the relative fair value of each component of the property. Although independent appraisals may be used to assist in the determination of fair value, in many cases these values will be based upon management’s assessment of each property, the selling prices of comparable properties and the discounted value of cash flows from the asset.
The fair values of above market and below market in-place leases will be recorded based on the present value (using an interest rate which reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases and (ii) an estimate of fair market lease rates for the corresponding in-place leases measured over a period equal to the non-cancelable term of the lease including any bargain renewal periods. The above market and below market lease values will be capitalized as intangible lease assets or liabilities. Above market lease values will be amortized as an adjustment of rental income over the remaining term of the respective leases. Below market lease values will be amortized as an adjustment of rental income over the remaining term of the respective leases, including any bargain renewal periods. If a lease were to be terminated prior to its stated expiration, all unamortized amounts of above market and below market in-place lease values relating to that lease would be recorded as an adjustment to rental income.
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2021 AND 2020
(2) Summary of Significant Accounting Policies – (Continued)
The fair values of in-place leases will include estimated direct costs associated with obtaining a new tenant, and opportunity costs associated with lost rentals which are avoided by acquiring an in-place lease. Direct costs associated with obtaining a new tenant may include commissions, tenant improvements, and other direct costs and are estimated, in part, by management’s consideration of current market costs to execute a similar lease. These direct costs will be included in intangible lease assets on the balance sheet and will be amortized to expense over the remaining term of the respective leases. The value of opportunity costs will be calculated using the contractual amounts to be paid pursuant to the in-place leases over a market absorption period for a similar lease. These intangibles will be included in intangible lease assets on the balance sheet and will be amortized to expense over the remaining term of the respective leases. If a lease were to be terminated prior to its stated expiration, all unamortized amounts of in-place lease assets relating to that lease would be expensed.
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2019 AND 2018
(2) Summary of Significant Accounting Policies – (Continued)
The Company tests real estate for recoverability when events or changes in circumstances indicate that the carrying value may not be recoverable. For properties the Company will hold and operate, it compares the carrying amount of the property to the estimated probability-weighted future undiscounted cash flows expected to result from the property and its eventual disposition. If the sum of the expected future cash flows is less than the carrying amount of the property, the Company recognizes an impairment loss byequal to the amount by which the carrying amount of the property exceeds the fair value of the property. For properties held for sale, the Company determines whether impairment has occurred by comparing the property’s estimated fair value less cost to sell to its current carrying value. If the carrying value is greater than the net realizable value, an impairment loss is recorded to reduce the carrying value of the property to its net realizable value.
For financial reporting purposes, the buildings owned by the Company are depreciated using the straight-line method over an estimated useful life of 25 years. Intangible lease assets are amortized using the straight-line method for financial reporting purposes based on the remaining life of the lease.
The disposition of a property or classification of a property as Real Estate Held for Sale by the Company does not represent a strategic shift that will have a major effect on the Company’s operations and financial results. Therefore, the results from operating and selling the property are included in continuing operations.
The Company accounts for properties owned as tenants-in-common with affiliated entities and/or unrelated third parties using the proportionate consolidation method. Each tenant-in-common owns a separate, undivided interest in the properties. Any tenant-in-common that holds more than a 50% interest does not control decisions over the other tenant-in-common interests. The financial statements reflect only this Company's percentage share of the properties' land, building, liabilities, intangible assets, revenues and expenses.
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2021 AND 2020
(2) Summary of Significant Accounting Policies – (Continued)
The Company’s properties are subject to environmental laws and regulations adopted by various governmental entities in the jurisdiction in which the properties are located. These laws could require the Company to investigate and remediate the effects of the release or disposal of hazardous materials at these locations if found. For each property, an environmental assessment is completed prior to acquisition. In addition, the lease agreements typically strictly prohibit the production, handling, or storage of hazardous materials (except where incidental to the tenant’s business such as use of cleaning supplies) in violation of applicable law to restrict environmental and other damage. Environmental liabilities are recorded when it is determined the liability is probable and the costs can reasonably be estimated. There were no environmental issues noted or liabilities recorded at December 31, 20192021 and 2018.2020.
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2019 AND 2018
(2) Summary of Significant Accounting Policies – (Continued)
Fair Value Measurements
Fair value, as defined by US GAAP, is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in the principal or most advantageous market. US GAAP establishes a hierarchy in determining the fair value of an asset or liability. The fair value hierarchy has three levels of inputs, both observable and unobservable. US GAAP requires the utilization of the lowest possible level of input to determine fair value. Level 1 inputs include quoted market prices in an active market for identical assets or liabilities. Level 2 inputs are market data, other than Level 1 inputs, that are observable either directly or indirectly. Level 2 inputs include quoted market prices for similar assets or liabilities, quoted market prices in an inactive market, and other observable information that can be corroborated by market data. Level 3 inputs are unobservable and corroborated by little or no market data.
At December 31, 20192021 and 2018,2020, the Company had no financial assets or liabilities measured at fair value on a recurring basis or nonrecurring basis that would require disclosure. The Company had the following nonfinancial assets measured on a nonrecurring basis that were recorded at fair value during 20192021 and 2018.2020.
The Dick’s Sporting Goods
At December 31, 2020, the Advance Auto store in Fredericksburg, Virginia with a carrying amount of $2,423,973 at December 31, 2018,Middletown, Ohio was written down to its estimated fair value of $1,593,000$82,500 after completing our long-lived asset valuation analysis. The resulting impairment charge of $830,973$78,376 was included in earnings for the fourth quarter of 2018. The fair value of the property was based upon estimated probability-weighted future undiscounted cash flows expected to result from the property and its eventual disposition. These estimates are considered Level 3 inputs in the valuation hierarchy. At March 31, 2019, the property was written down to its estimated fair value of $972,000 after completing our long-lived asset valuation analysis. The resulting impairment charge of $611,623 was included in earnings for the first quarter of 2019. The fair value of the property was based upon an appraisal prepared by an independent commercial property appraiser. The appraisal is considered a Level 3 input in the valuation hierarchy. At September 30, 2019, the property was written down to its estimated fair value of $661,500 after completing our long-lived asset valuation analysis. The resulting impairment charge of $298,990 was included in earnings for the third quarter of 2019. The fair value of the property was based upon a signed purchase agreement, which is considered a Level 3 input in the valuation hierarchy.
The Advance Auto store in Middletown, Ohio with a carrying amount of $546,065 at June 30, 2019, was written down to its estimated fair value of $178,750 after completing our long-lived asset valuation analysis. The resulting impairment charge of $367,315 was included in earnings for the second quarter of 2019.2020. The fair value of the property was based upon comparable sales of similar properties, which are considered Level 2 inputs in the valuation hierarchy.
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2019 AND 2018
(2) Summary of Significant Accounting Policies – (Continued)
Income Per Unit
Income per LLC Unit is calculated based on the weighted average number of LLC Units outstanding during each period presented. Diluted income per LLC Unit considers the effect of any potentially dilutive Unit equivalents, of which the Company had none for each of the years ended December 31, 20192021 and 2018.2020.
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2021 AND 2020
(2) Summary of Significant Accounting Policies – (Continued)
Reportable Segments
The Company invests in single tenant commercial properties throughout the United States that are net leased to tenants in various industries. Because these net leased properties have similar economic characteristics, the Company evaluates operating performance on an overall portfolio basis. Therefore, the Company’s properties are classified as one reportable segment.
Recently Adopted Accounting Pronouncements
In August 2018, the SEC adopted the final rule under SEC Release No. 33-10532, Disclosure Update and Simplification, amending certain disclosure requirements that were redundant, duplicative, overlapping, outdated or superseded. In addition, the amendments expanded the disclosure requirements for the analysis of members' equity for interim financial statements. Under the amendments, an analysis of changes in each caption of members' equity presented in the balance sheet must be provided in a note or separate statement. The analysis should present a reconciliation of the beginning balance to the ending balance of each period for which a statement of income is required to be filed. The Company’s first presentation of year-to-date quarterly changes in members' equity was included in its Form 10‑Q for the quarter ended March 31, 2019.
In February 2016,April 2020, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2016-02, which providesa question-and-answer document (the “Lease Modification Q&A”) focused on the application of lease accounting guidance for accounting for leases. Theto lease concessions provided as a result of COVID-19. Under existing lease guidance, the Company would have to determine, on a lease by lease basis, if a lease concession was the result of a new guidance requires companies to recognizearrangement reached with the assets and liabilities fortenant or if a lease concession was under the enforceable rights and obligations createdwithin the existing lease agreement. The Lease Modification Q&A clarifies that entities may elect to not evaluate whether lease-related relief that lessors provide to mitigate the economic effects of COVID-19 on lessees is a lease modification under current lease guidance. Instead, an entity that elects not to evaluate whether a concession directly related to COVID-19 is a modification can then elect whether to apply the modification guidance.
During the year ended December 31, 2020, the Company provided lease concessions to certain tenants in response to the impact of COVID-19, in the form of rent deferrals. The Company has made an election to account for such lease concessions consistent with how those concessions would be accounted for under lease guidance if enforceable rights and obligations for those concessions had already existed in the leases. This election is available for concessions related to the effects of the COVID-19 pandemic that do not result in a substantial increase in the rights as lessor, including concessions that result in the total payments required by leased assets, initially measured at the present valuemodified lease being substantially the same as or less than total payments required by the original lease.
Substantially all of the Company’s concessions to date provide for a deferral of payments with no substantive changes to the consideration in the original lease. These deferrals affect the timing, but not the amount, of the lease payments. The Company is accounting guidance for lessors is largely unchanged. The ASU is effective for annualthese deferrals as if no changes to the lease were made. Under this accounting, the Company increases its rent receivables as tenant payments accrue and interim periods beginning aftercontinues to recognize rental income. During the year ended December 15, 2018. It is to be adopted using a modified retrospective approach. The31, 2020, the Company has adoptedentered into lease modifications that deferred $19,360, which was recognized as rental income for those deferred months in 2020. The rent receivable related to these rental deferrals is $1,613 as of December 31, 2021.
Other accounting standards that have been issued or proposed by the accounting pronouncement effective January 1, 2019 andFASB are currently not applicable to the adoption of the standard didCompany or are not expected to have a materialsignificant impact on the Company’s financial statements.position, results of operations and cash flows.
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 20192021 AND 20182020
(3) Related Party Transactions –
The Company owns the percentage interest shown below in the following properties as tenants-in-common with the affiliated entities listed: property in Wichita, Kansas (40% – AEI Income & Growth Fund 25 LLC); Advance Auto Parts store (55% --– AEI Income & Growth Fund 24 LLC); Best Buy store (46% – AEI Income & Growth Fund XXI Limited Partnership); and Fresenius Medical Center (54% – AEI Income & Growth Fund 27 LLC).
The Company owned a 40%55% interest in an Applebee’s restaurant. --a former Advance Auto Parts store. AEI Income & Growth Fund XXII Limited Partnership,24 LLC, an affiliate of the Company, owned a 60%45% interest in this property until the property was sold to an unrelated third party in 2019. The Company owned a 27% interest in a Dick’s Sporting Goods store. AEI Income & Growth Fund 23 LLC, AEI Income & Growth Fund 24 LLC and AEI Income & Growth Fund 25 LLC, affiliates of the Company, owned the remaining 73% interest in this property until the property was sold to an unrelated third party in 2019.2021.
AEI received the following reimbursements for costs and expenses from the Company for the years ended December 31:
| | | | 2019 | | 2018 |
| | | | | | |
| a. | AEI is reimbursed for costs incurred in providing services related to managing the Company’s operations and properties, maintaining the Company’s books, and communicating with the Limited Members. | $ | | $ | |
| | | | | | |
| b. | AEI is reimbursed for all direct expenses it paid on the Company’s behalf to third parties related to Company administration and property management. These expenses included printing costs, legal and filing fees, direct administrative costs, outside audit costs, taxes, insurance and other property costs. | $ | | $ | |
| | | | | | |
| c. | AEI is reimbursed for costs incurred in providing services and direct expenses related to the acquisition of property on behalf of the Company. | $ | | $ | |
| | | | | | |
| d. | AEI is reimbursed for costs incurred in providing services related to the sale of property on behalf of the Company. | $ | | $ | |
| | | | | | |
| | | | 2021 | | 2020 |
| | | | | | |
| | AEI is reimbursed for costs incurred in providing services related to managing the Company’s operations and properties, maintaining the Company’s books, and communicating with the Limited Members. | $ | 124,596 | $ | 108,100 |
| | | | | | |
| | AEI is reimbursed for all direct expenses it paid on the Company’s behalf to third parties related to Company administration and property management. These expenses included printing costs, legal and filing fees, direct administrative costs, outside audit costs, taxes, insurance and other property costs. | $ | 88,271 | $ | 100,625 |
| | | | | | |
| | AEI is reimbursed for costs incurred in providing services and direct expenses related to the acquisition of property on behalf of the Company. | $ | 0 | $ | 0 |
| | | | | | |
| | AEI is reimbursed for costs incurred in providing services related to the sale of property on behalf of the Company. | $ | 9,858 | $ | 0 |
| | | | | | |
The payable to AEI Fund Management, Inc. represents the balance due for the services described in 3a, b, c and d. This balance is non-interest bearing and unsecured and is to be paid in the normal course of business.
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 20192021 AND 20182020
(4) Real Estate Investments –
The Company leases its properties to tenants under net leases, classified as operating leases. Under a net lease, the tenant is responsible for real estate taxes, insurance, maintenance, repairs and operating expenses for the property. For some leases, the Company is responsible for repairs to the structural components of the building, the roof and the parking lot. At the time the properties were acquired, the remaining primary lease terms varied from 10 to 20 years. The leases provide the tenants with three to four five-year renewal options subject to the same terms and conditions as the primary term. The lease for the Best Buy store was extended to end on January 19, 2023.
The Company's properties are commercial, single-tenant buildings. The building in Wichita, Kansas was constructed in 1996, renovated in 2001 and acquired in 2006. The Advance Auto PartsCellualar Connection store was constructed in 2004 and acquired in 2006. The Starbucks restaurant was constructed and acquired in 2007. The Best Buy store was constructed in 1990, renovated in 1997 and acquired in 2008. The Fresenius Medical Center was constructed in 2012 and acquired in 2014. The Zales store was constructed in 1983, renovated in 2014 and acquired in 2015. The Dollar Tree store was constructed in 2015 and acquired in 2016. There have been no costs capitalized as improvements subsequent to the acquisitions, except for $30,000 of tenant improvements related to the Cellular Connection store.
The cost of the properties not held for sale and related accumulated depreciation at December 31, 20192021 are as follows:
| Property | Land | Buildings | Total | Accumulated Depreciation | Land | Buildings | Total | Accumulated Depreciation |
| | | | | | | | | | | | | | | | | |
| Biomat USA / BigTime Fun, Wichita, KS | $ | 507,489 | $ | 1,277,436 | $ | 1,784,925 | $ | 772,973 | |
| Advance Auto Parts, Middletown, OH | | 36,765 | | 618,209 | | 654,974 | | 482,182 | |
Biomat USA, Wichita, KS | | $ | 507,489 | $ | 1,277,436 | $ | 1,784,925 | $ | 861,997 |
| Cellular Connection, Bluffton, IN | | 344,008 | | 836,108 | | 1,180,116 | | 411,296 | | 344,008 | | 836,108 | | 1,180,116 | | 486,696 |
| Best Buy, Eau Claire, WI | | 803,535 | | 2,158,403 | | 2,961,938 | | 750,658 | | 803,535 | | 2,158,403 | | 2,961,938 | | 923,330 |
| Fresenius Medical Center, Chicago, IL | | 464,400 | | 665,142 | | 1,129,542 | | 133,022 | | 464,400 | | 665,142 | | 1,129,542 | | 186,230 |
| Zales, Enid, OK | | 440,000 | | 903,630 | | 1,343,630 | | 173,191 | | 440,000 | | 903,630 | | 1,343,630 | | 245,479 |
| Dollar Tree, West Point, MS | | | | | | | | | |
| | $ | | $ | | $ | | $ | | $ | 2,559,432 | $ | 5,840,719 | $ | 8,400,151 | $ | 2,703,732 |
| | | | | | | | | | | | | | | | | |
For the years ended December 31, 20192021 and 2018,2020, the Company recognized depreciation expense of $317,780$281,594 and $400,732,$295,860, respectively.
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 20192021 AND 20182020
(4) Real Estate Investments – (Continued)
The following schedule presents the cost and related accumulated amortization of acquired lease intangibles not held for sale at December 31:
| | | | | |
| | | | | | | | | |
In-Place Lease Intangibles (weighted average life of 72 and 85 months, respectively) | $ | 735,546 | $ | 268,246 | $ | 633,712 | $ | 196,500 |
| | | | | | | | | |
Above-Market Lease Intangibles (weighted average life of 58 and 70 months, respectively) | | | | | | | | |
| Acquired Intangible Lease Assets | $ | | $ | | $ | | $ | |
| | | | | | | | | |
Acquired Below-Market Lease Intangibles (weighted average life of 69 and 81 months, respectively) | $ | | $ | | $ | | $ | |
| | | | | | | | | |
| | | | | | | | |
| | | 2021 | | 2020 |
| | | Cost | | Accumulated Amortization | | Cost | | Accumulated Amortization |
In-Place Lease Intangibles (weighted average life of 43 and 55 months, respectively) | $ | 502,569 | $ | 321,955 | $ | 735,546 | $ | 382,390 |
| | | | | | | | | |
Above-Market Lease Intangibles (weighted average life of 34 and 46 months, respectively) | | 72,606 | | 51,138 | | 72,606 | | 43,562 |
Acquired Intangible Lease Assets | $ | 575,175 | $ | 373,093 | $ | 808,152 | $ | 425,952 |
| | | | | | | | | |
Acquired Below-Market Lease Intangibles (weighted average life of 0 and 57 months, respectively) | $ | 0 | $ | 0 | $ | 283,495 | $ | 142,988 |
| | | | | | | | | |
For the years ended December 31, 20192021 and 2018,2020, the value of in-place lease intangibles amortized to expense was $71,746$79,358 and $59,621,$114,144, the decrease to rental income for above-market leases was $7,576 and $7,576, and the increase to rental income for below-market leases was $29,584$27,119 and $29,584, respectively.
For lease intangibles not held for sale at December 31, 2019,2021, the estimated amortization for the next five years is as follows:
| | | Amortization Expense for In-Place Lease Intangibles | | Decrease to Rental Income for Above-Market Leases | | Increase to Rental Income for Below-Market Leases |
| | | | | | | | | | |
2020 | | $ | 81,384 | | $ | 7,576 | | $ | 29,584 |
2021 | | | 81,384 | | | 7,576 | | | 29,584 |
2022 | | | 81,384 | | | 7,576 | | | 29,584 |
2023 | | | 63,716 | | | 7,576 | | | 29,584 |
2024 | | | | | | | | | |
| | | $ | | | $ | | | $ | |
| | | | | | | | | | |
| | | | | | | | | |
| | | Amortization Expense for In-Place Lease Intangibles | | Decrease to Rental Income for Above-Market Leases | | Increase to Rental Income for Below-Market Leases |
| | | | | | | | | | |
| 2022 | | $ | 57,072 | | $ | 7,576 | | $ | 0 |
| 2023 | | | 39,404 | | | 7,576 | | | 0 |
| 2024 | | | 34,594 | | | 6,316 | | | 0 |
| 2025 | | | 18,620 | | | 0 | | | 0 |
| 2026 | | | 18,620 | | | 0 | | | 0 |
| | | $ | 168,310 | | $ | 21,468 | | $ | 0 |
| | | | | | | | | | |
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2021 AND 2020
(4) Real Estate Investments – (Continued)
The Company owns a 40% interest in a former Sports Authority store in Wichita, Kansas. On March 2, 2016, the tenant, TSA Stores, Inc., and its parent company, The Sports Authority, Inc., the guarantor of the lease, filed for Chapter 11 bankruptcy reorganization. In June 2016, the tenant filed a motion with the bankruptcy court to reject the lease for this store effective June 30, 2016, at which time the tenant returned possession of the property to the owners. As of December 31, 2019,2020, the tenant owed $19,366 of past due rent, which was not accruedrecorded for financial reporting purposes. On March 23, 2021, a motion to dismiss the bankruptcy case was issued by a federal judge to The Sports Authority, Inc., the Company will therefore not be receiving any of the past due rent. The owners listed the property for lease with a real estate broker in the Wichita area. While the property was vacant, the Company was responsible for its 40% share of real estate taxes and other costs associated with maintaining the property.
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2019 AND 2018
(4) Real Estate Investments – (Continued)
On September 21, 2017, the Company entered into a lease agreement with a primary term of 10 years with Biomat USA, Inc. (“Biomat”) as a replacement tenant for 28% of the square footage of the property. The tenant operates a Biomat USA Plasma Center in the space. The Company’s 40% share of annual rent, which commenced on June 18, 2018, is $37,071. Biomat agreed to pay for the costs to divide the building into two separate spaces, the costs of tenant improvements to remodel the Biomat space and 28% of the cost to replace the roof. In the second quarter of 2018, the Company recorded $54,219 as a property expense for its 40% share of the remaining cost to replace the roof. At December 31, 2017, the Company accrued its 40% share of lease commissions due to real estate brokers totaling $54,293 that were owed as part of the lease transaction. This amount was capitalized and will be amortized over the term of the lease.
On August 27, 2019, the Company entered into a lease agreement with a primary term of 10 years with BigTime Fun Center, LLC as a replacement tenant for 57% of the square footage of the property. The tenant will operate an indoor sports entertainment center in the space. The Company’s 40% share of annual rent, which commencedwas to commence on February 23, 2020, is $78,000. As part of the agreement, the Company willwas to pay a tenant improvement allowance of $64,000 when certain conditions are met by the tenant. Due to ongoing difficulties relating to the COVID-19 pandemic the Company was negotiating a rent commencement date of April 1, 2021. As a part of the negotiations, the tenant improvement allowance was to be replaced with a ten month rent abatement starting April 1, 2021. Additionally, this agreement would forebear rent and additional charges for the period from February 23, 2020 to March 31, 2021. In September 2019, the Company paid $32,760 to a real estate broker for its 40% share of the lease commission due as part of the lease transaction. This amount was capitalized and will be amortized over the term of the lease.
The On January 22, 2021 the owner of Big Time Fun Center, LLC informed the Company ownedthat it does not intend to open the Wichita property. As a 27% interest in a Dick’s Sporting Goods store in Fredericksburg, Virginia. The remaining interestsresult of the tenant informing the Company of their intention not to open, the full amount of the lease commission was amortized in the fourth quarter of 2020. The property were owned by three affiliates of the Company. On January 31, 2019, the lease term ended, and the tenant returned possession of the property to the owners. While the property was vacant, the Company was responsibleis currently being marketed for its 27% share of real estate taxes and other costs associated with maintaining the property. The owners listed the property forsale or lease with a real estate broker in the FredericksburgWichita area. The annual rent from this property represented approximately 24% of the total annual rent of the Company’s property portfolio. The loss of rent and increased expenses related to this property decreased the Company’s cash flow. Consequently, beginning with the first quarter of 2019, the Company reduced its regular quarterly cash distribution rate from $0.0949 per Unit to $0.0527 per Unit.
Based on its long-lived asset valuation analysis, the Company determined the former Dick’s Sporting Goods store was impaired. As a result, in the fourth quarter of 2018, a charge to operations for real estate impairment of $830,973 was recognized, which was the difference between the carrying value at December 31, 2018 of $2,423,973 and the estimated fair value of $-----1,593,000. Based on its long-lived asset valuation analysis, in the first quarter of 2019, the Company recognized an additional real estate impairment of $611,623 to decrease the carrying value to the estimated fair value of $972,000. The charges were recorded against the cost of the land and building.
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 20192021 AND 20182020
(4) Real Estate Investments – (Continued)
In October 2019, after marketing the property for lease for many months, the Company decided to sell its 27% interest in the former Dick’s Sporting Goods store. In the third quarter of 2019, as a result of deciding to sell the property, the Company recognized an additional real estate impairment of $298,990 to decrease the carrying value to the estimated fair value of $661,500. The charges were recorded against the cost of the land and building. In November 2019, the Company entered into an agreement to sell the property to an unrelated third party. On December 27, 2019, the sale closed with the Company receiving net proceeds of $663,277, which resulted in a net gain of $1,777. At the time of sale, the cost and related accumulated depreciation was $1,385,017 and $723,517, respectively.
In December 2018, the Company decided to sell the Applebee’s restaurant in Crawfordsville, Indiana. In January 2019, the Company entered into an agreement to sell the property to an unrelated third party. On April 8, 2019, the sale closed with the Company receiving net proceeds of $1,242,457, which resulted in a net gain of $436,887. At the time of sale, the cost and related accumulated depreciation was $1,237,771 and $432,201, respectively. At December 31, 2018, the property was classified as Real Estate Held for Sale with a carrying value of $805,570.
On June 6, 2019, the Company purchased an additional 16% joint-venture interest in the Best Buy store in Eau Claire, Wisconsin for $1,009,850 from AEI Income & Growth Fund 23 LLC (“Fund 23”), an affiliate of the Company. The purchase price of the property interest was based upon the property’s fair market value as determined by an independent, third-party, commercial property appraiser. The property interest became available because Fund 23 is in the process of liquidating its property portfolio. The Company now owns a 46% interest in the Best Buy property. The Company allocated $69,074 of the purchase price to Acquired Intangible Lease Assets, representing in-place lease intangibles. The annual rent for the additional 16% interest that was purchased is $83,627.
The Company ownsowned a 55% interest in an Advance Auto Parts store in Middletown, Ohio. The remaining interest in the property iswas owned by an affiliate of the Company. On July 31, 2019, the lease term ended, and the tenant returned possession of the property to the owners. While the property iswas vacant, the Company iswas responsible for its 55% share of real estate taxes and other costs associated with maintaining the property. The owners have listed the property for sale or lease with a real estate broker in the Middletown area.area, and the property was sold to an unaffiliated third party on June 29, 2021. The annual rent from this property represented approximately 11% of the total annual rent of the Company’s property portfolio. The loss of rent and increased expenses related to this property will decreasedecreased the Company’s cash flow. However, at this time, the Company does not anticipate the need to further reduce its regular quarterly cash distribution rate.
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2019 AND 2018
(4) Real Estate Investments – (Continued)
Based on its long-lived asset valuation analysis in the fourth quarter of 2020, the Company determined the Advance Auto store was impaired. As a result, in the second quarter of 2019, a charge to operations forimpaired and recognized an additional real estate impairment of $367,315 was recognized, which was the difference between$78,376 to decrease the carrying value at June 30, 2019 of $546,065 andto the estimated fair value of $178,750.$82,500. The charge was recorded against the cost of the land and building.
In April 2021, the Company entered into an agreement to sell its 55% interest in the Advance Auto Parts store in Middletown, Ohio to an unrelated third party. On June 29, 2021, the sale closed with the Company receiving net proceeds of $99,069, which resulted in a gain of $18,606. At the time of sale, the cost and related accumulated depreciation and amortization was $576,598 and $496,135, respectively.
In November 2021, the Company entered into an agreement to sell its Dollar Tree store in West Point, Mississippi to an unrelated third party. On December 10, 2021, the sale closed with the Company receiving net proceeds of $1,597,785, which resulted in a gain of $338,872. At the time of the sale, the cost and related accumulated depreciation and amortization was $1,535,714 and $276,801, respectively.
In March 2022, the Company entered into an agreement to sell its Zales store in Enid, Oklahoma to an unrelated third party. The sale is subject to contingencies and may not be completed. If the sale is completed, the Company expects to receive net proceeds of approximately $1,609,000, which will result in a net gain of approximately $451,000.
For properties owned as of December 31, 2019,2021, the minimum future rent payments required by the leases are as follows:
| 2020 | $ | 707,146 | |
| 2021 | | | |
| 2022 | | 723,729 | $ | 538,229 |
| 2023 | | 468,850 | | 283,350 |
| 2024 | | 430,122 | | 244,622 |
| 2025 | | | 150,591 |
| 2026 | | | 153,429 |
| Thereafter | | | | 93,372 |
| | $ | | $ | 1,463,593 |
| | | | |
There were no contingent rents recognized in 20192021 and 2018.2020.
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2021 AND 2020
(5) Major Tenants –
The following schedule presents rental income from individual tenants, or affiliated groups of tenants, who each contributed more than ten percent of the Company's total rental income for the years ended December 31:
Tenants | | Industry | | 2019 | | 2018 |
| | | | | | | |
| Best Buy Stores, L.P. | | Retail | $ | 204,421 | $ | 156,662 |
| Dollar Tree Stores, Inc. | | Retail | | 137,084 | | 137,084 |
| Zale Delaware Inc. | | Retail | | 99,784 | | 98,024 |
| Fresenius Medical Care of Illinois | | Medical | | 97,889 | | N/A |
| Dick’s Sporting Goods, Inc. | | Retail | | N/A | | 232,950 |
| Apple Indiana II LLC | | Restaurant | | | | |
| Aggregate rental income of major tenants | | | $ | | $ | |
Aggregate rental income of major tenants as a percentage of total rental income | | | | | | |
| | | | | | | |
- 34 -
| Tenants | | | | 2021 | | 2020 |
| | | | | | | |
Best Buy Stores, L.P. | | | $ | 240,427 | $ | 240,427 |
Dollar Tree Stores, Inc. | | | | 128,262 | | 137,084 |
Zale Delaware Inc. | | | | 108,584 | | 108,584 |
Fresenius Medical Care of Illinois | | | | 102,844 | | 100,336 |
Aggregate rental income of major tenants | | | $ | 580,117 | $ | 586,431 |
Aggregate rental income of major tenants as a percentage of total rental income | | | | 88% | | 88% |
| | | | | | | |
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2019 AND 2018
(6) Members’ Equity –
For the years ended December 31, 20192021 and 2018,2020, the Company declared distributions of $377,730$2,393,295 and $679,583, respectively.$377,729. The Limited Members received distributions of $366,398$2,361,900 and $660,004$366,397 and the Managing Members received distributions of $11,332$31,395 and $19,579$11,332 for the years, respectively. The Limited Members' distributions represented $0.21$1.39 and $0.38$0.21 per LLC Unit outstanding using 1,693,334 and 1,738,006 weighted average Units in both years. The distributions represented $0.21$.18 and $0.38$0 per Unit of Net Income and $1.21 and $0.21 per Unit of return of contributed capital in 20192021 and 2018,2020, respectively.
As part of the distributions discussed above, the Company distributed net sale proceeds (from property sales completedof $2,020,202 in 2015) of $40,404 in 2018.2021. The Limited Members received distributions of $40,000$2,000,000 and the Managing Members received distributions of $404.$20,202. The Limited Members’ distributions represented $0.02$1.19 per Unit.Unit for the year.
The Company may repurchase Units from Limited Members who have tendered their Units to the Company. Such Units may be acquired at a discount. The Company will not be obligated to purchase in any year more than 2% of the total number of Units outstanding on January 1 of such year. In no event shall the Company be obligated to purchase Units if, in the sole discretion of the Managing Member, such purchase would impair the capital or operation of the Company.Company On April 1, 2021, the Company repurchased a total of 59,562.8 Units for $305,367 from eight Limited Partners in accordance with the Operating Agreement. The Company acquired these Units using Net Cash Flow from operations. During 2019 and 2018,2020, the Company did not repurchase any Units from the Limited Members.
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2021 AND 2020
(7) Income Taxes –
The following is a reconciliation of net income for financial reporting purposes to income reported for federal income tax purposes for the years ended December 31:
| | | 2019 | | 2018 |
| | | | | |
| Net Income (Loss) for Financial Reporting Purposes | $ | (768,915) | $ | (615,629) |
| | | | | |
Depreciation for Tax Purposes Under Depreciation and Amortization for Financial Reporting Purposes | | 76,399 | | 134,269 |
| | | | | |
Income Accrued for Tax Purposes Over Income for Financial Reporting Purposes | | 420 | | 0 |
| | | | | |
Real Estate Impairment Loss Not Recognized for Tax Purposes | | 1,277,928 | | 830,973 |
| | | | | |
Loss on Sale of Real Estate for Tax Purposes Compared to Gain for Financial Reporting Purposes | | | | |
| Taxable Income to Members | $ | | $ | |
| | | | | |
- 35 -
| | | 2021 | | 2020 |
| | | | | |
Net Income (Loss) for Financial Reporting Purposes | $ | 441,656 | $ | (30,601) |
| | | | |
Depreciation for Tax Purposes Under Depreciation and Amortization for Financial Reporting Purposes | | 73,902 | | 130,726 |
| | | | | |
Income Accrued for Tax Purposes Over (Under) Income for Financial Reporting Purposes | | (19,366) | | (420) |
| | | | | |
Real Estate Impairment Loss Not Recognized for Tax Purposes | | 0 | | 78,376 |
| | | | | |
Loss on Sale of Real Estate for Tax Purposes Compared to Gain for Financial Reporting Purposes | | (716,856) | | 0 |
| Taxable Income (Loss) to Members | $ | (220,664) | $ | 178,081 |
| | | | | |
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2019 AND 2018
(7) Income Taxes – (Continued)
The following is a reconciliation of Members’ Equity for financial reporting purposes to Members’ Equity reported for federal income tax purposes for the years ended December 31:
| | | 2019 | | 2018 |
| | | | | |
| Members’ Equity for Financial Reporting Purposes | $ | 9,213,817 | $ | 10,360,462 |
| | | | | |
Adjusted Tax Basis of Investments in Real Estate Over Net Investments in Real Estate for Financial Reporting Purposes | | 1,892,469 | | 2,592,175 |
| | | | | |
Income Accrued for Tax Purposes Over Income for Financial Reporting Purposes | | 19,786 | | 19,366 |
| | | | | |
Syndication Costs Treated as Reduction of Capital For Financial Reporting Purposes | | | | |
| Members’ Equity for Tax Reporting Purposes | $ | | $ | |
| | | | | |
| | | 2021 | | 2020 |
| | | | | |
Members’ Equity for Financial Reporting Purposes | $ | 6,539,037 | $ | 8,805,487 |
| | | | | |
Adjusted Tax Basis of Investments in Real Estate Over Net Investments in Real Estate for Financial Reporting Purposes | | 1,458,617 | | 2,101,571 |
| | | | | |
Income Accrued for Tax Purposes Over Income for Financial Reporting Purposes | | 0 | | 19,366 |
| | | | | |
Syndication Costs Treated as Reduction of Capital For Financial Reporting Purposes | | 2,691,997 | | 2,691,997 |
| Members’ Equity for Tax Reporting Purposes | $ | 10,689,651 | $ | 13,618,421 |
| | | | | |
AEI INCOME & GROWTH FUND 26 LLC
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2021 AND 2020
(8) CoronavirusCOVID-19 Outbreak –
Subsequent to December 31, 2019,
During the first quarter of 2020, there was a global outbreak of a new strain of coronavirus, COVID-19 which continues to adversely impact global commercial activity and has contributed to significant volatility in financial markets. The global impact of the outbreak has been rapidly evolving, and as cases of the virus have continued to be identified in additional countries, many countries have reacted by instituting quarantines, placing restrictions on travel, and limiting hours of operations of non-essential offices and retail centers. Such actions are creating disruption in global supply chains, and adversely impacting a number of industries, such as retail, restaurants and transportation. The outbreak could have a continued adverse impact on economic and market conditions and trigger a period of global economic slowdown. The rapid development and fluidity of this situation precludes any prediction as to the ultimate adverse impact of the coronavirus.COVID-19. Nevertheless, the coronavirusCOVID-19 presents material uncertainty and risk with respect to the Company’s performance and financial results, such as the potential negative impact to the tenants of its properties, the potential closure of certain of its properties, increased costs of operations, decrease in values of its properties, changes in law and/or regulation, and uncertainty regarding government and regulatory policy. Up to the date of this filing, the Company has entered into a rent deferral agreement with one tenant of the seven properties owned by the Company. In June 2020, the Company entered into an agreement with the tenant of the Zales store in Enid, Oklahoma to defer base rent in April and May 2020. The tenant shall pay the deferred amounts in twelve equal monthly installments beginning on February 1, 2021.
The Company has elected not to account for these deferrals of rent as a lease modification under COVID-19 guidance issued by the FASB. Deferred rent of $19,360 was recognized as rental income during the year ended December 31, 2020 and a corresponding rent receivable was recorded. The rent receivable related to these rental deferrals is unable$1,613 as of December 31, 2021. The Company continues to estimatework closely with tenants to determine the impactbest course of action to meet the coronavirus will have on its financial results at this time.tenants short-term rental needs during these unprecedented times.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE.
None.
ITEM 9A. CONTROLS AND PROCEDURES.
(a) Disclosure Controls and Procedures.
Under the supervision and with the participation of management, including its President and Chief Financial Officer, the Managing Member of the Company evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”)). Based upon that evaluation, the President and Chief Financial Officer of the Managing Member concluded that, as of the end of the period covered by this report, our disclosure controls and procedures were effective in ensuring that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in applicable rules and forms and that such information is accumulated and communicated to management, including the President and Chief Financial Officer of the Managing Member, in a manner that allows timely decisions regarding required disclosure.
(b) Internal Control Over Financial Reporting.
(i) Management’s Report on Internal Control Over Financial Reporting. The Managing Member, through its management, is responsible for establishing and maintaining adequate internal control over our financial reporting, as defined in Rule 13a-15(f) under the Exchange Act, and for performing an assessment of the effectiveness of our internal control over financial reporting as of December 31, 2019.2021. Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with US GAAP. Our system of internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with US GAAP, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management of the Managing Member; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company's assets that could have a material effect on the financial statements.
Management of the Managing Member performed an assessment of the effectiveness of our internal control over financial reporting as of December 31, 20192021 based upon criteria in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on our assessment, management of the Managing Member determined that our internal control over financial reporting was effective as of December 31, 20192020 based on the criteria in Internal Control-Integrated Framework (2013) issued by the COSO.
ITEM 9A. CONTROLS AND PROCEDURES. (Continued)
This annual report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to rules of the Securities and Exchange Commission that permit us to provide only management’s report in this annual report.
(ii) Changes in Internal Control Over Financial Reporting. During the most recent period covered by this report, there has been no change in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
ITEM 9B. OTHER INFORMATION.
None.
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
The registrant is a limited liability company and has no officers, directors, or direct employees. The Managing Members manage and control the Company’s affairs and have general responsibility and the ultimate authority in all matters affecting the Company’s business. The Managing Members are AEI Fund Management XXI, Inc. (“AFM”), the Managing Member, and Robert P. Johnson, Chief Executive Officer and sole director of AFM, the Special Managing Member.Member until his withdrawal date effective March 31, 2020. AFM is a wholly owned subsidiary of AEI Capital Corporation of which Mr.the Robert P. Johnson Trust and his wifePatricia Johnson own a majority interest. AFM has only one senior financial executive, its Chief Financial Officer. The Chief Financial Officer reports directly to Mr. Johnson and Marni J. Nygard, President of AFM, and Kevin Steele, Chief Operating Officer of AFM, and is accountable for his actions to both. Although Mr. Johnson and AFM requirerequires that all of theirits personnel, including the Chief Financial Officer, engage in honest and ethical conduct, ensure full, fair, accurate, timely, and understandable disclosure, comply with all applicable governmental laws, rules and regulations, and report to Mr. Johnson and Ms. Nygard and Mr. Steele any deviation from these principles, because the organization is composed of only approximately 5040 individuals, because the management of a company by an entity that has different interests in distributions and income than investors involves numerous conflicts of interest that must be resolved on a daily basis, and because the ultimate decision makermakers in all instances is Ms. Nygard and Mr. Johnson,Steele, AFM has not adopted a formal code of conduct. Instead, the materials pursuant to which investors purchase Units disclose these conflicts of interest in detail and Mr. Johnson,Ms. Nygard, as the CEO and sole directorPresident of AFM, resolvesand Mr. Steele, as Chief Operating Officer of AFM, resolve conflicts to the best of histheir ability, consistent with histheir fiduciary obligations to AFM and the fiduciary obligations of AFM to the Company. The director and officers of AFM are as follows:
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
(Continued)
Robert P. Johnson, age 75, isdeceased, was Chief Executive Officer and sole director and hashad held these positions since the formation of AFM in August 1994, and hashad been elected to continue in these positions until December 2020.2021. He was President of AFM from August 1994 to July 2019. From 1970 to the present,his date of death, May 22, 2021, he hashad been employed exclusively in the investment industry, specializing in limited partnership investments. In that capacity, he has beenwas involved in the development, analysis, marketing and management of public and private investment programs investing in net lease properties as well as public and private investment programs investing in energy development. Since 1971, Mr. Johnson has beenwas the president, a director and a registered principal of AEI Securities, Inc., which is registered with the SEC as a securities broker-dealer, is a member of the Financial Industry Regulatory Authority (FINRA) and is a member of the Security Investors Protection Corporation (SIPC). Mr. Johnson has beenwas Chief Executive Officer, a director and the principal shareholder of AEI Fund Management, Inc., a real estate management company founded by him, since 1978. Mr. Johnson is currentlywas a general partner or principal of the general partner in nineeight limited partnerships and a managing member in five LLCs.up until his date of death.
Marni J. Nygard, Esq., age 45,47, is President of AFM and has held this position since July 11, 2019, when she assumed the role from Mr. Johnson. She has been elected to continue in this position until December 2020.2022. Ms. Nygard continues as Chief Investment Officer for AEI and is a General Securities Principal of AEI Securities, Inc. She joined AEI in 2005 and is responsible for the implementation of AEI’s acquisition investment objectives and strategies. As President, she drives corporate initiatives for the development, analysis, marketing and management of AEI public and private Funds investing in net leased commercial properties. Prior to joining AEI, she was employed as an attorney at CI Title in St. Paul, Minnesota in the residential and commercial property departments.
Kevin S. Steele, age 58, is Chief Operating Officer and has held this position since August 1, 2020. He joined AEI in 2012 and is responsible for AEI’s net lease commercial property acquisition strategy and sourcing through the development of business relationships with preferred corporate developers, tenant corporations, and net lease property owners. Kevin is responsible for leading the execution of the organizational strategy established by the leadership team. Kevin has more than 30 years of sales, marketing, and corporate business operations experience. Prior to joining AEI, he was employed with Sheraton Hotels and Stan Johnson Company as well as the owner operator of a Midwest grocery company.
Patrick W. Keene, CPA (inactive), age 60,62, was Chief Financial Officer, Treasurer and Secretary of AFM from January 22, 2003 to January 31, 2020, when he retired from AEI. Mr. Keene had been employed by AEI Fund Management, Inc. and affiliated entities since 1986. Prior to being elected to the positions above, he was Controller of the various entities. From 1982 to 1986, Mr. Keene was with KPMG, an international accounting and auditing firm, first as an auditor and later as a tax manager. Mr. Keene was responsible for all accounting functions of AFM and the registrant.
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
(Continued)
Keith E. Petersen, CPA (inactive), age 45,47, is Chief Financial Officer, Treasurer and Secretary of AFM and has held these positions since February 1, 2020,2021, when he assumed these roles from Mr. Keene. He has been elected to continue in these positions until December 2020.2022. Mr. Petersen has been employed by AEI Fund Management, Inc. and affiliated entities since November 2016. Prior to being elected to the positions above, he was Controller of the various entities. Prior to joining AEI, Keith was employed with Pine River Capital Management as the Vice President of Tax Compliance and with Deloitte, an international accounting and auditing firm as a Senior Tax Manager.
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
(Continued)
Since Mr. Johnson serves as the Special Managing Member of the Company, as well as the sole director of AFM, allAll of the duties that might be assigned to an audit committee are assigned to Mr. Johnson. Mr.Patricia Johnson, the wife of the deceased. Mrs. Johnson is not an audit committee financial expert, as defined. As an officer and majority owner, through a parent company, of AFM, and as the Special Managing Member, Mr. Johnson is not a "disinterested director" and may be subject to a number of conflicts of interests in his capacity as sole director of AFM.
Before the independent auditors are engaged, Mr.Mrs. Johnson, as the sole director of AFM, approves all audit-related fees, and all permissible nonaudit fees, for services of our auditors.
Section 16(a) Beneficial Ownership Reporting Compliance
Under federal securities laws, the directors and officers of the Managing Member of the Company, and any beneficial owner of more than 10% of a class of equity securities of the Company, are required to report their ownership of the Company's equity securities and any changes in such ownership to the Securities and Exchange Commission (the "Commission"). Specific due dates for these reports have been established by the Commission, and the Company is required to disclose in this Annual Report on 10-K any delinquent filing of such reports and any failure to file such reports during the fiscal year ended December 31, 2019.2021. Based upon information provided by officers and directors of the Managing Member, all officers, directors and 10% owners filed all reports on a timely basis in the 20192021 fiscal year.
ITEM 11. EXECUTIVE COMPENSATION.
The Managing Member and affiliates are reimbursed at cost for all services performed on behalf of the registrant and for all third party expenses paid on behalf of the registrant. The cost for services performed on behalf of the registrant is based on actual time spent performing such services plus an overhead burden. These services include organizing the registrant and arranging for the offer and sale of Units, reviewing properties for acquisition and rendering administrative, property management and property sales services. The amount and nature of such payments are detailed in Item 13 of this annual report on Form 10-K.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT AND RELATED STOCKHOLDER MATTERS.
The following table sets forth information pertaining to the ownership of the Units by each person known by the Company to beneficially own 5% or more of the Units, by each Managing Member, and by each officer or director of the Managing Member as of February 29, 2020:28, 2022:
Name and Address of Beneficial Owner | Number of Units Held | Percent of Class |
| | | |
| AEI Fund Management XXI, Inc. | 0 | 0.00% |
| Robert P. Johnson | 0 | 0.00% |
| Patrick W. Keene | 0 | 0.00% |
| Marni J. Nygard | 0 | 0.00% |
| Keith E. Petersen | 0 | 0.00% |
| | | |
| Address for all: | | |
1300 Wells Fargo Place 30 East 7th Street, St. Paul, Minnesota 55101 | | |
Name and Address of Beneficial Owner | Number of Units Held | Percent of Class |
| | | |
AEI Fund Management XXI, Inc. | 0 | 0.00% |
Paticia L. Johnson | 0 | 0.00% |
Marni J. Nygard | 0 | 0.00% |
Kevin S. Steele | 0 | 0.00% |
Keith E. Petersen | 0 | 0.00% |
| | | |
Address for all: | | |
1300 Wells Fargo Place 30 East 7th Street, St. Paul, Minnesota 55101 | | |
The Managing Members know of no holders of more than 5% of the outstanding Units.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND
DIRECTOR INDEPENDENCE.
The registrant, AFM and its affiliates have common management and utilize the same facilities. As a result, certain administrative expenses are allocated among these related entities. All of such activities and any other transactions involving the affiliates of the Managing Member of the registrant are governed by, and are conducted in conformity with, the limitations set forth in the Operating Agreement of the registrant. Reference is made to Note 3 of the Financial Statements, as presented, and is incorporated herein by reference, for details of related party transactions for the years ended December 31, 20192021 and 2018.2020.
Neither the registrant, nor the Managing Member of the registrant, has a board of directors consisting of any members who are “independent.” TheIn 2020 through date of his death, the sole director of the Managing Member, Robert P. Johnson, is also the Special Managing Member of the registrant, and iswas the Chief Executive Officer, and indirectly the principal owner, of the Managing Member. Patricia Johnson now serves as the sole director of the Managing Member. Accordingly, there is no disinterested board, or other functioning body, that reviews related party transactions, or the transactions between the registrant and the Managing Members, except as performed in connection with the audit of its financial statements.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND
DIRECTOR INDEPENDENCE. (Continued)
The limitations included in the Operating Agreement require that the cumulative reimbursements to the Managing Members and their affiliates for certain expenses will not exceed an amount equal to the sum of (i) 20% of capital contributions, (ii) 1% of gross revenues, plus an initial leasing fee of 3% of gross revenues for the first five years of the original term of each lease, (iii) 3% of Net Proceeds of Sale, and (iv) 10% of Net Cash Flow less the Net Cash Flow actually distributed to the Managing Members. The cumulative reimbursements subject to this limitation are reimbursements for (i) organization and offering expenses, including commissions and an Organization Fee, (ii) acquisition expenses paid with proceeds from the initial offering of Units, (iii) services provided in the sales effort of properties, and (iv) expenses of controlling persons and overhead expenses directly attributable to the forgoing services or attributable to administrative services. As of December 31, 2019,2021, these cumulative reimbursements to the Managing Members and their affiliates did not exceed the limitation amount.
The following table sets forth the forms of compensation, distributions and cost reimbursements paid by the registrant to the Managing Members or their Affiliates in connection with the operation of the Fund for the period from inception through December 31, 2019.2021.
Person or Entity Receiving Compensation | Form and Method of Compensation | Amount Incurred From Inception (March 14, 2005) To December 31, 2019 |
| | | | |
| AEI Securities, Inc. | Selling Commissions equal to 10% of proceeds, excluding proceeds from distribution reinvestments, most of which were reallowed to Participating Dealers. | $ | 1,790,447 |
| | | | |
| Managing Members and Affiliates | Reimbursement at Cost for other Organization and Offering Costs. | $ | 916,368 |
| | | | |
| Managing Members and Affiliates | Reimbursement at Cost for all Acquisition Expenses. | $ | 450,049 |
| | | | |
| Managing Members and Affiliates | Reimbursement at Cost for providing administrative services to the Fund, including all expenses related to management of the Fund's properties and all other transfer agency, reporting, partner relations and other administrative functions. | $ | 2,052,452 |
| | | | |
| Managing Members and Affiliates | Reimbursement at Cost for providing services related to the disposition of the Fund's properties. | $ | 205,680 |
| | | | |
| Managing Members | 3% of Net Cash Flow in any fiscal year. | $ | 331,297 |
| | | | |
| Managing Members | 1% of distributions of Net Proceeds of Sale until Limited Members have received an amount equal to (a) their Adjusted Capital Contributions, plus (b) an amount equal to 6.5% of their Adjusted Capital Contributions per annum, cumulative but not compounded, to the extent not previously distributed. 10% of distributions of Net Proceeds of Sale thereafter. | $ | 9,056 |
| | | | | |
Person or Entity Receiving Compensation | Form and Method of Compensation | Amount Incurred From Inception (March 14, 2005) To December 31, 2021 |
| | | | |
AEI Securities, Inc. | Selling Commissions equal to 10% of proceeds, excluding proceeds from distribution reinvestments, most of which were reallowed to Participating Dealers. | $ | 1,790,447 |
| | | | |
Managing Members and Affiliates | Reimbursement at Cost for other Organization and Offering Costs. | $ | 916,368 |
| | | | |
Managing Members and Affiliates | Reimbursement at Cost for all Acquisition Expenses. | $ | 450,049 |
| | | | |
Managing Members and Affiliates | Reimbursement at Cost for providing administrative services to the Fund, including all expenses related to management of the Fund's properties and all other transfer agency, reporting, partner relations and other administrative functions. | $ | 2,285,148 |
| | | | |
Managing Members and Affiliates | Reimbursement at Cost for providing services related to the disposition of the Fund's properties. | $ | 215,538 |
| | | | |
Managing Members | 3% of Net Cash Flow in any fiscal year. | $ | 374,024 |
| | | | |
Managing Members | 1% of distributions of Net Proceeds of Sale until Limited Members have received an amount equal to (a) their Adjusted Capital Contributions, plus (b) an amount equal to 6.5% of their Adjusted Capital Contributions per annum, cumulative but not compounded, to the extent not previously distributed. 10% of distributions of Net Proceeds of Sale thereafter. | $ | 18,500 |
ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES.
The following is a summary of the fees billed to the Company by Boulay PLLP for professional services rendered for the years ended December 31, 20192021 and 2018:2020:
Fee Category | | 2019 | | 2018 |
| | | | | |
| Audit Fees | $ | 19,950 | $ | 19,585 |
| Audit-Related Fees | | 0 | | 0 |
| Tax Fees | | 0 | | 0 |
| All Other Fees | | | | |
| Total Fees | $ | | $ | |
| | | | | |
| Fee Category | | 2021 | | 2020 |
| | | | | |
Audit Fees | $ | 21,510 | $ | 20,630 |
Audit-Related Fees | | 0 | | 0 |
Tax Fees | | 0 | | 0 |
All Other Fees | | 0 | | 0 |
| Total Fees | $ | 21,510 | | 20,630 |
| | | | | |
Audit Fees - Consists of fees billed for professional services rendered for the audit of the Company’s annual financial statements and review of the interim financial statements included in quarterly reports, and services that are normally provided by Boulay PLLP in connection with statutory and regulatory filings or engagements.
Audit-Related Fees - Consists of fees billed for assurance and related services that are reasonably related to the performance of the audit or review of financial statements and are not reported under "Audit Fees." These services include consultations concerning financial accounting and reporting standards.
Tax Fees - Consists of fees billed for professional services for federal and state tax compliance, tax advice and tax planning.
All Other Fees - Consists of fees for products and services other than the services reported above.
Policy for Preapproval of Audit and Permissible Non-Audit Services
Before the Independent Registered Public Accounting Firm is engaged by the Company to render audit or non-audit services, the engagement is approved by Mr.Mrs. Johnson acting as the Company’s audit committee.
PART IV
ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES.
(a) (1) A list of the financial statements contained herein is set forth on page 16.17.
(a) (2) Schedules are omitted because of the absence of conditions under which they are required or because the required information is presented in the financial statements or related notes.
(a) (3) The Exhibits filed in response to Item 601 of Regulation S-K are listed below.
3.1
Certificate of Limited Liability Company (incorporated by reference to Exhibit 3.1 of the registrant's Registration Statement on Form SB-2 filed on May 26, 2005 [File No. 333-125266]).
3.1 | Certificate of Limited Liability Company (incorporated by reference to Exhibit 3.1 of the registrant's Registration Statement on Form SB-2 filed on May 26, 2005 [File No. 333-125266]).
|
3.2
Operating Agreement to the Prospectus (incorporated by reference to Exhibit A of the registrant's Registration Statement on Form SB-2 filed on October 14, 2005 [File No. 333-125266]).
3.2 | Operating Agreement to the Prospectus (incorporated by reference to Exhibit A of the registrant's Registration Statement on Form SB-2 filed on October 14, 2005 [File No. 333-125266]).
|
31.1
Certification of Chief Executive Officer of Managing Member pursuant to Rule 15d-14(a)(17 CFR 240.15d-14(a)) and Section 302 of the Sarbanes-Oxley Act of 2002.
31.1 | Certification of Chief Executive Officer of Managing Member pursuant to Rule 15d-14(a)(17 CFR 240.15d-14(a)) and Section 302 of the Sarbanes-Oxley Act of 2002.
|
31.2
Certification of Chief Financial Officer of Managing Member pursuant to Rule 15d-14(a)(17 CFR 240.15d-14(a)) and Section 302 of the Sarbanes-Oxley Act of 2002.
31.2 | Certification of Chief Financial Officer of Managing Member pursuant to Rule 15d-14(a)(17 CFR 240.15d-14(a)) and Section 302 of the Sarbanes-Oxley Act of 2002.
|
32
Certification of Chief Executive Officer and Chief Financial Officer of Managing Member pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32 | Certification of Chief Executive Officer and Chief Financial Officer of Managing Member pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| | | |
| AEI INCOME & GROWTH FUND 26 |
| | Limited Liability Company |
| | By: | AEI Fund Management XXI, Inc. |
| | | Its Managing Member |
| | | |
| | | |
March 30, 20202022 | By: | /s/ MARNIMarni J NYGARD
Nygard
|
| | | Marni J. Nygard, President |
| | | (Principal Executive Officer) |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| Name | | Title | | Date |
| | | | | |
| | | | | |
/s/ MARNIMarni J NYGARD
Nygard | | President | | March 30, 20202022 |
| Marni J. Nygard | | (Principal Executive Officer) | | |
| | | | | |
/s/ KEITHKeith E PETERSEN
Petersen
| | Chief Financial Officer and Treasurer | | March 30, 20202022 |
| Keith E. Petersen | | (Principal Accounting Officer) | | |
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