8-K 1 fund71022.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 -------------------------------------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) August 27, 2001 -------------------------------- Krupp Realty Limited Partnership-VII -------------------------------------------------------------------------------- Massachusetts 0-14377 04-2842924 ------------------------------- ------------------------ -------------------- (State or other jurisdiction of (Commission file number) (IRS employer incorporation or organization identification no.) One Beacon Street, Boston, Massachusetts 02108 ----------------------------------------- ------------------- (Address of principal executive offices) (Zip code) (617) 523-7722 -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) Item 5. Other Events Contract signed on Windsor Apartments ------------------------------------- On August 27, 2001, Windsor Partners Limited Partnership, an entity owned by Krupp Realty Limited Partnership - VII (the "Partnership"), entered into a Purchase and Sale Agreement to sell its interest in Windsor Apartments, a 300-unit multi-family apartment community located in Garland, Texas, to Alexon Ventures LLC (the "Buyer"), as amended by a Master Amendment to Purchase and Sale Agreements dated September 28, 2001, as further amended by a Second Master Amendment to Purchase and Sale Agreements dated October 5, 2001 for approximately $12,316,000, less the repayment of the existing mortgage and closing costs. The Buyer is not an affiliate of either the Partnership or its general partners. On October 22, 2001, the inspection period related to the sale of Windsor expired and the general partners now believe it is more likely than not that the sale of the property will occur. Although there can be no assurance, the sale is expected to be consummated on or about November 15, 2001. Windsor is the last remaining property owned by the Partnership and, in accordance with the partnership agreement, upon the occurrence of the sale, the Partnership will be dissolved and its assets subsequently distributed. If the sale occurs, the Partnership expects to make one or more liquidating distributions totaling not less than $280 per investor limited partnership unit. 2 Item 7. Financial Statements, Pro forma Financial Information and Exhibits (a) Financial Statements of Business Acquired Not applicable (b) Pro Forma Financial Information Not applicable (c) Exhibits Exhibit 99.1 Purchase and Sale Agreement dated August 27, 2001 by and between Windsor Partners Limited Partnership and Alexon Ventures, LLC. Exhibit 99.2 Master Amendment to Purchase and Sale Agreements dated September 28, 2001 by and between Pavillion Partners, Ltd, Tanglewood Associates Limited Partnership and Windsor Partners Limited Partnership and The Laramar Group, L.L.C. (formerly known as Alexon Ventures, LLC) Exhibit 99.3 Second Master Amendment to Purchase and Sale Agreements dated October 5, 2001 by and between Pavillion Partners, Ltd, Tanglewood Associates Limited Partnership and Windsor Partners Limited Partnership and The Laramar Group, L.L.C.(formerly known as Alexon Ventures, LLC) 3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Krupp Realty Limited Partnership-VII ---------------------------------------------------- (Registrant) BY: /s/ David C. Quade ------------------------------------------------- David C. Quade Treasurer (Principal Financial and Accounting Officer) of The Krupp Corporation, a General Partner October 26, 2001 EXHIBIT INDEX Exhibit No. Description 99.1 Purchase and Sale Agreement dated August 27, 2001 by and between Windsor Partners Limited Partnership and Alexon Ventures, LLC. 99.2 Master Amendment to Purchase and Sale Agreements dated September 28, 2001 by and between Pavillion Partners, Ltd, Tanglewood Associates Limited Partnership and Windsor Partners Limited Partnership and The Laramar Group, L.L.C. (formerly known as Alexon Ventures, LLC) 99.3 Second Master Amendment to Purchase and Sale Agreements dated October 5, 2001 by and between Pavillion Partners, Ltd, Tanglewood Associates Limited Partnership and Windsor Partners Limited Partnership and The Laramar Group, L.L.C. (formerly known as Alexon Ventures, LLC)