SECURITIES AND EXCHANGE COMMISSION FORM 424B3 Prospectus filed pursuant to Rule 424(b)(3) Filing Date: 2007-06-06 SEC Accession No. 0001104659-07-045689 (HTML Version on secdatabase.com) FILER Inland American Real Estate Trust, Inc. Mailing Address Business Address 2901 BUTTERFIELD ROAD 2901 BUTTERFIELD ROAD CIK:1307748| IRS No.: 342019608 | State of Incorp.:MD | Fiscal Year End: 1231 OAK BROOK IL 60523 OAK BROOK IL 60523 Type: 424B3 | Act: 33 | File No.: 333-122743 | Film No.: 07903069 630-218-8000 SIC: 6798 Real estate investment trusts Copyright © 2012 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Filed Pursuant to 424(b)(3) Registration No. 333-122743 SUPPLEMENT NO. 15 DATED JUNE 5, 2007 TO THE PROSPECTUS DATED DECEMBER 8, 2006 OF INLAND AMERICAN REAL ESTATE TRUST, INC. This Supplement No. 15 supercedes and replaces the following prior supplements to the prospectus dated December 8, 2006: Supplement No. 7 dated March 23, 2007; Supplement No. 8 dated April 5, 2007; Supplement No. 9 dated April 16, 2007; Supplement No. 10 dated April 16, 2006; Supplement No. 11 dated May 3, 2007; Supplement No. 12 dated May 16, 2007; Supplement No. 13 dated May 23, 2007; and Supplement No. 14 dated May 31, 2007. This supplement updates, modifies or supercedes certain information contained in the prospectus sections as described below. You should read this Supplement No. 15 together with our prospectus dated December 8, 2006. Unless otherwise defined in this Supplement No. 15, capitalized terms used in this Supplement No. 15 have the same meanings as set forth in the prospectus. Table of Contents Supplement No. 15 Prospectus Page No. Page No. Minimum Suitability Standards for Investors 1 3 Prospectus Summary 2 4 Selected Financial Data 5 7 Capitalization 7 9 Compensation Table 8 10 Use of Proceeds 10 12 Prior Performance of IREIC Affiliates 11 13 Management 49 51 Conflicts of Interest 54 116 Principal Stockholders 55 57 Business and Policies 56 58 Description of Real Estate Assets 71 73 Managements Discussion and Analysis of Financial Condition and Results of Operations 261 263 Plan of Distribution 294 296 Independent Registered Public Accounting Firm 295 297 Financial Statements F-i F-i Prior Performance Tables A-1 A-1 MINIMUM SUITABILITY STANDARDS FOR INVESTORS This section supplements the discussion contained in our prospectus under the heading Minimum Suitability Standards for Investors, which begins on page ii of the prospectus. Effective as of May 8, 2007, a resident of the State of Nebraska may make investments in our shares exceeding 10% of his or her liquid net worth, which is defined as the remaining balance of cash and other assets easily converted to cash after subtracting the investors total liabilities from total assets. 1 Copyright © 2012 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document PROSPECTUS SUMMARY We May Borrow Money This subsection, which starts on page 4 in the Prospectus Summary section of the prospectus, is supplemented as follows: As of March 31, 2007, on a consolidated basis, we had mortgage debt excluding mortgage discounts associated with debt assumed at acquisition secured by sixty-five properties totaling approximately $1.3 billion, equivalent to approximately 45% of the combined fair market value of our assets on a consolidated basis. For these purposes, the fair market value of each asset is equal to the purchase price paid for the asset or the value reported in the most recent appraisal of the asset, whichever is later. The weighted average interest rate on these loans was 5.35% as of March 31, 2007. See Business and Policies Borrowing for additional discussion of our borrowing policies. Use of Proceeds of Offering This subsection, which starts on page 5 in the Prospectus Summary section of the prospectus, is supplemented as follows: For the period from August 31, 2005 through March 31, 2007, we have sold approximately 277.5 million shares in the best efforts offering and 3.9 million shares through our distribution reinvestment plan, generating approximately $2.8 billion in gross offering proceeds, 20,000 shares purchased by IREIC for $0.2 million and excluding approximately 241,000 shares repurchased through our share repurchase program for approximately $2.2 million. Through March 31, 2007, we had incurred approximately $292.0 million, equal to 10.4% of the gross proceeds of the offering, in offering and organization costs, including selling commissions, marketing contributions and other expenses paid to affiliates of the Business Manager. Distribution Policy This subsection, which starts on page 9 in the Prospectus Summary section of the prospectus, is supplemented as follows: For the period from August 31, 2005 through April 30, 2007, we have paid cash distributions to our stockholders aggregating approximately $73.0 million. For the three months ended March 31, 2007, we paid cash distributions of approximately $27.3 million, all of which were funded with cash provided from our operating and investing activities. For the three months ended March 31, 2006, we paid cash distributions of approximately $1.9 million, all of which were funded with cash provided from our operating activities. Terms of the Offering This subsection, which starts on page 10 in the Prospectus Summary section of the prospectus, is supplemented as follows: For the period from August 31, 2005 through March 31, 2007, we have sold approximately 277.5 million shares in the best efforts offering and 3.9 million shares through our distribution reinvestment plan, generating approximately $2.8 billion in gross offering proceeds, excluding 20,000 shares purchased by IREIC for $0.2 million and excluding approximately 241,000 shares repurchased through our share repurchase program for approximately $2.2 million. Also through March 31, 2007, we have issued options to purchase 17,500 shares of our common stock pursuant to our independent stock option plan. 2 Copyright © 2012 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document None of these options has been exercised. See Risk Factors Risks Related to the Offering for additional discussion regarding a best efforts offering. Distribution Reinvestment Plan This subsection, which starts on page 11 in the Prospectus Summary section of the prospectus, is supplemented as follows: For the period from August 31, 2005 through March 31, 2007, we have sold approximately 3.9 million shares through our distribution reinvestment plan, generating approximately $37.3 million of proceeds. See Risk Factors Risks Related to Our Business for additional discussion regarding our distribution reinvestment plan. Use of Proceeds This subsection, which starts on page 12 in the Prospectus Summary section of the prospectus, has been modified as follows: The amounts reflected in the estimated proceeds column below represent our good faith estimate of the use of offering proceeds assuming we sell 500,000,000 shares in the best efforts portion of the offering at $10.00 per share. The actual proceeds column reflects our actual use of offering proceeds through March 31, 2007. Organization and offering expenses may not be greater than 15% of the Gross Offering Proceeds. The estimated proceeds column does not give effect to any special sales or volume discounts which could reduce selling commissions. In addition, we do not pay commissions in connection with shares of common stock issued through our distribution reinvestment plan. (All dollar amounts are rounded to the nearest thousand.) Actual Proceeds Estimated Proceeds as of March 31, 2007 Amount Percent Amount Percent Gross Offering Proceeds (1) $ 5,000,000,000 100.00% $ 2,804,300,000 100.00% Less Expenses: Selling Commissions $ 375,000,000 7.50% $ 197,848,000 7.06% Marketing Contribution $ 125,000,000 2.50% $ 67,029,000 2.39% Due Diligence Expense Allowance $ 25,000,000 0.50% 0.00% Organization and Offering Expenses (2) $ 50,500,000 1.01% $ 27,093,000 0.97% TOTAL EXPENSES: $ 575,500,000 11.51% $ 291,970,000 10.41% Gross Amount Available $ 4,424,500,000 88.49% $ 2,512,330,000 89.59% Less: Working Capital Reserve (3) $ 50,000,000 1.00% $ 50,000,000 1.78% Acquisition Expenses (4) $ 25,000,000 0.50% $ 2,017,000 0.07% NET CASH AVAILABLE FOR ADDITIONAL INVESTMENT: $ 4,349,500,000 86.99% $ 2,460,313,000 87.73% (1) In the actual proceeds column, gross proceeds of $2,804,300,000 includes the 20,000 shares purchased by our sponsor for $0.2 million preceding the commencement of our offering and excludes the 241,000 shares repurchased for approximately $2.2 million. (2) Organization and offering expenses include amounts for SEC registration fees, NASD filing fees, printing and mailing expenses, blue sky fees and expenses, legal fees and expenses, accounting fees and expenses, 3 advertising and sales literature, transfer agent fees, data processing fees, bank fees and other administrative expenses of the offering. Copyright © 2012 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document (3) As of March 31, 2007, we have funded a working capital reserve. Our working capital, as of that date, was approximately $237.3 million. We anticipate reducing the working capital reserve to an amount equal to 1% of gross offering proceeds by the time the offering terminates. (4) The amount of acquisition expenses depends on numerous factors including the type of real estate asset acquired, the aggregate purchase price paid to acquire the real estate asset, the number of real estate assets acquired, and the type of consideration, cash or common stock, used to pay the fees and expenses. 4 SELECTED FINANCIAL DATA This section supplements the discussion contained in the prospectus under the heading Selected Financial Data, which begins on page 41 of the prospectus.