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Fortress Brookdale Investment Fund LLC – ‘N-30D’ for 6/30/02

On: Tuesday, 8/27/02, at 6:57pm ET · As of: 8/28/02 · For: 6/30/02 · Accession #: 950123-2-8498 · File #: 811-10127

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 8/28/02  Fortress Brookdale Inv Fund LLC   N-30D       6/30/02    1:12K                                    RR Donnelley/FA

Annual or Semi-Annual Report Mailed to Shareholders — Rule 30d-1
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: N-30D       Fortress Brookdale Investment Fund LLC                 9     28K 

N-30D 1st Page of 9 TOC ↑Top Previous Next ↓Bottom Just 1st
 
FORTRESS BROOKDALE
 INVESTMENT FUND LLC

           (A Limited Liability Company)

                           Financial Statements for the Six Months Ended
       June 30, 2002 (Unaudited)

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FORTRESS BROOKDALE INVESTMENT FUND LLC                                          
(A Limited Liability Company)                                                   

TABLE OF CONTENTS                                                               

                                                        [Enlarge/Download Table]

                                                                                        PAGE
                                                                                            
FINANCIAL STATEMENTS (Unaudited):                                                           

         Statement of Assets and Liabilities as of June 30, 2002                          1 

         Schedule of Investments as of June 30, 2002                                      2 

         Statement of Operations for the six months ended June 30, 2002                   3 

         Statement of Cash Flows for the six months ended June 30, 2002                   4 

         Statement of Changes in Net Assets for the six months ended June 30, 2002 and      
         for the year ended December 31, 2001                                             5 

         Notes to Financial Statements                                                    6 

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FORTRESS BROOKDALE INVESTMENT FUND LLC                                          
(A Limited Liability Company)                                                   

STATEMENT OF ASSETS AND LIABILITIES (Unaudited)                                 
(dollar amounts in thousands)                                                   

                                                                [Download Table]

                                                                   June 30, 2002
                                                                   -------------
                                                                                
ASSETS                                                                          

      Investment in affiliate, at fair value (cost $14,694)          $ 16,153   
      Cash and cash equivalents                                           194   
      Other assets                                                         52   
                                                                     --------   
                                                                       16,399   
                                                                     --------   
LIABILITIES                                                                     
      Accounts payable                                                     67   
                                                                     --------   
                                                                           67   
                                                                     --------   
NET ASSETS                                                           $ 16,332   
                                                                     ========   
NET ASSETS CONSISTS OF:                                                         
      Preferred equity                                               $     52   
      Common equity                                                    15,000   
      Preferred dividends paid                                             (5)  
      Accumulated net investment loss                                    (174)  
      Accumulated net unrealized gain on affiliate investment           1,459   
                                                                     --------   
                                                                     $ 16,332   
                                                                     ========   

See notes to financial statements.                                              

1 

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FORTRESS BROOKDALE INVESTMENT FUND LLC                                          
(A Limited Liability Company)                                                   

SCHEDULE OF INVESTMENTS (Unaudited) AS OF JUNE 30, 2002 (dollar amounts in      
thousands)                                                                      

                                                        [Enlarge/Download Table]

  Investment                                       Description of Securities         Cost    Fair Value
  ----------                                       -------------------------         ----    ----------
                                                                                                       
Investment in controlled affiliate (a):                                                                

Fortress Brookdale Acquisition LLC, ("FBA") (b)  4.6% of the issued common shares  $ 14,694   $ 16,153 

(a) The Company shares its investment advisor with Fortress Registered          
Investment Trust, which owns 50.51% of FBA. FBA is therefore considered an      
affiliate of the Company for the purposes herein. These securities are          
restricted as to public resale and are not readily marketable.                  

(b) FBA owns 100% of the outstanding common shares of Brookdale Living          
Communities, Inc. as its sole asset at the end of the period.                   

Summary of Transactions with Affiliated Companies                               
-------------------------------------------------                               

                                                        [Enlarge/Download Table]

                                                            Cost      Dividend    Fair Value
                                                          Incurred     Income      of Total 
Affiliate                           Purchase Date       This Period  This Period  Investment
---------                           -------------       -----------  -----------  ----------
                                                                                            
Fortress Brookdale Acquisition LLC  September 23, 2000  $         -  $         -  $   16,153

See notes to financial statements.                                              

2 

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FORTRESS BROOKDALE INVESTMENT FUND LLC                                          
(A Limited Liability Company)                                                   

STATEMENT OF OPERATIONS (Unaudited)                                             
(dollar amounts in thousands)                                                   

                                                                [Download Table]

                                                      Six Months Ended June 30, 2002
                                                      ------------------------------
                                                                                    
Expenses                                                                            
    Professional fees                                                $   9          
    Directors fees                                                       4          
    Miscellaneous expenses                                               4          
                                                                     -----          
Net investment loss                                                    (17)         
                                                                     -----          

Net unrealized gain on affiliate investment                            554          
                                                                     -----          

Net increase in net assets resulting from operations                 $ 537          
                                                                     =====          

Disclosure of certain ratios, annualized:                                           
Ratio of total expenses to average net assets                           .2%         
Ratio of investment loss, net, to average net assets                   (.2%)        
Portfolio turnover rate                                                0.0%         
    Total return                                                       6.7%         

See notes to financial statements.                                              

3 

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FORTRESS BROOKDALE INVESTMENT FUND LLC                                          
(A Limited Liability Company)                                                   

STATEMENT OF CASH FLOWS (Unaudited)                                             
(dollar amounts in thousands)                                                   

                                                        [Enlarge/Download Table]

                                                               Six Months Ended June 30, 2002
                                                               ------------------------------
                                                                                             
CASH FLOWS FROM OPERATING ACTIVITIES:                                                        
Net increase in net assets resulting from operations                          $ 537          
Adjustments to reconcile net increase in net assets resulting                                
    from operations to net cash used in operating activities:                                
        Net unrealized gain on affiliate investment                            (554)         
        Change in:                                                                           
            Accounts payable                                                     17          
                                                                              -----          
Net cash used in operating activities                                             -          
                                                                              -----          
NET CHANGE IN CASH AND CASH EQUIVALENTS                                           -          

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                                  194          
                                                                              -----          
CASH AND CASH EQUIVALENTS, END OF PERIOD                                      $ 194          
                                                                              =====          

See notes to financial statements.                                              

4 

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FORTRESS BROOKDALE INVESTMENT FUND LLC                                          
(A Limited Liability Company)                                                   

STATEMENTS OF CHANGES IN NET ASSETS (Unaudited)                                 
(dollar amounts in thousands)                                                   

                                                        [Enlarge/Download Table]

                                                           Six Months Ended June 30, 2002  Year Ended December 31, 2001
                                                           ------------------------------  ----------------------------
                                                                                                                       
Increase in net assets resulting from operations                                                                       
              Net investment loss                                           $    (17)                 $    (31)        
              Net unrealized gain on affiliate investment                        554                       867         
                                                                            --------                  --------         

Net increase in net assets resulting from operations                             537                       836         

Issuance of preferred interests                                                    -                         2         
Preferred dividends paid                                                           -                        (5)        
                                                                            --------                  --------         

Net increase in net assets                                                       537                       833         

Net assets, beginning of period                                               15,795                    14,962         
                                                                            --------                  --------         

Net assets, end of period                                                   $ 16,332                  $ 15,795         
                                                                            ========                  ========         

See notes to financial statements.                                              

5 

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FORTRESS BROOKDALE INVESTMENT FUND LLC                                          
(A Limited Liability Company)                                                   

NOTES TO FINANCIAL STATEMENTS (Unaudited)                                       
JUNE 30, 2002                                                                   

1.   ORGANIZATION                                                             

 Fortress Brookdale Investment Fund, LLC (the "Company") was formed on
     September 6, 2000 as a Delaware limited liability company and operates as
  a closed-end, non-diversified management registered investment company
     ("RIC") under the Investment Company Act of 1940 (the "Act"). The Company
     was formed primarily to invest in limited liability interests in Fortress
Brookdale Acquisitions LLC ("FBA"). FBA owns 100% of the issued and 
    outstanding common stock of Brookdale Living Communities Inc., a leading
senior living company.                                              

 The members of the Company include Northwestern Mutual Life Insurance
 Company ("Northwestern"), Weyerhauser Company Master Retirement Trust
("Weyerhauser"), and FIG Advisors LLC ("FIG", and together with     
     Northwestern and Weyerhauser, the "Members"), with FIG acting as Advisory
    Member. The liability of each member is limited to the amount of capital
   contributions required to be made by such member in accordance with the
      provisions of the Company's operating agreement, as amended. The operating
agreement provides that, unless terminated earlier, the Company will
terminate on the first anniversary of the termination of FBA.       

  FIG is also the advisor of Fortress Registered Investment Trust, which
    holds 50.51% of FBA. As the Company and FBA share the same advisor, they
are considered affiliates for purposes herein.                      

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES                               

    BASIS OF ACCOUNTING - The accompanying financial statements are prepared
     in accordance with accounting principles generally accepted in the United
   States. The Company reports its assets and liabilities at fair value on
the reporting date, including its investment in FBA.                

    USE OF ESTIMATES - The preparation of financial statements in conformity
      with generally accepted accounting principles ("GAAP") requires management
 to make estimates and assumptions that affect the reported amounts of
assets and liabilities, the disclosure of contingent assets and     
liabilities at the date of the financial statements and the reported
amounts of revenues and expenses during the reporting period. Actual
results could differ from those estimates.                          

   RISKS AND UNCERTAINTIES - In the normal course of business, the Company
    may encounter primarily market risk. Market risk reflects changes in the
  value of investments in securities due to changes in interest rates or
      other market factors, including the valuation of equity securities held by
      the Company. Management believes that the carrying value of its investment
is reasonable, taking into consideration market risk along with its 
knowledge of the company in which it has made equity investments.   

VALUATION OF ASSETS AND LIABILITIES - The Company's investment in   
     affiliate is accounted for under the Act. The valuation of investments is
based upon initial cost and is updated periodically by estimates as 
      determined in accordance with the Company's valuation policies as approved
by the Company's board of managers.                                 

6 

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FORTRESS BROOKDALE INVESTMENT FUND LLC                                          
(A Limited Liability Company)                                                   

NOTES TO FINANCIAL STATEMENTS (Unaudited)                                       
JUNE 30, 2002                                                                   

      Events that could change the reported amount include: further financing by
the investee company, pending disposition by the Company of its     
 investment, obtaining by the Company of a third party estimate of the
     value of its investment, significant changes in the financial position or
    operating results of the investee company, and sales in recent public or
 private transactions of the same or similar securities, among others.

  Due to the inherent uncertainty of valuations of investments without a
     public market, the estimates of value may differ from the values that are
ultimately realized by the Company, and such differences could be   
material. All other assets and liabilities are stated at cost, which
approximates fair value.                                            

  FEDERAL INCOME TAXES - No income taxes have been provided for in these
financial statements as each Member is individually responsible for 
reporting income or loss based upon their respective share of the   
Company's income and expenses as reported for income tax purposes.  

   DISTRIBUTIONS TO MEMBERS - Distributions to members are recorded on the
      ex-dividend date. The character of distributions made during the reporting
   period from net investment income or net realized gains may differ from
  their ultimate characterization for federal income tax purposes due to
    GAAP/tax differences in the character of income and expense recognition.
No distributions have been made through June 30, 2002.              

SECURITY TRANSACTIONS AND REVENUE RECOGNITION - The Company follows 
  industry practice and records security transactions on the trade date.
Dividend income will be recognized on the ex-dividend date.         

CASH AND CASH EQUIVALENTS - The Company considers all highly liquid 
    short-term investments with a maturity of 90 days or less when purchased
   to be cash equivalents. Certain amounts on deposit with major financial
institutions may, from time to time, exceed insured limits.         

3.   ALLOCATIONS TO MEMBERS                                                   

     Net Profits, as defined, are first allocated to FIG in an amount equal to
a cumulative return of 1.5% per annum on all Capital Contributions. 
Remaining Net Profits are then allocated to holders of the preferred
   equity interest in accordance with its terms, then to the Members other
      than FIG. Net Losses, as defined, are allocated first to the Members other
than FIG.                                                           

4.    PREFERRED EQUITY INTERESTS                                                

     The Company has issued preferred equity interests in the aggregate amount
of $50,000 to 100 qualified investors. Such securities attract a 10%
return, payable out of the Company's Net Profits.                   

7

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘N-30D’ Filing	Date	First	Last	Other Filings

Filed as of:	8/28/02			NSAR-A
Filed on:	8/27/02			NSAR-A
For Period End:	6/30/02	1	9	NSAR-A
	12/31/01	7		N-30D, NSAR-B
	9/23/00	4
	9/6/00	8
				List all Filings

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Filing Submission 0000950123-02-008498 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Fortress Brookdale Investment Fund LLC – ‘N-30D’ for 6/30/02

On: Tuesday, 8/27/02, at 6:57pm ET · As of: 8/28/02 · For: 6/30/02 · Accession #: 950123-2-8498 · File #: 811-10127

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Annual or Semi-Annual Report Mailed to Shareholders — Rule 30d-1Filing Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

Annual or Semi-Annual Report Mailed to Shareholders — Rule 30d-1
Filing Table of Contents