-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, V00ptfTmzSfAeOJuOlRR+S0yvFcyPgbTask3ZcDAA0lNfV/J3T5MIDPy9ezqvSlv McuxWQsf1HmBXtAX5NHTLA== 0000757549-98-000003.txt : 19980401 0000757549-98-000003.hdr.sgml : 19980401 ACCESSION NUMBER: 0000757549-98-000003 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19980130 ITEM INFORMATION: FILED AS OF DATE: 19980331 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: KRUPP INSTITUTIONAL MORTGAGE FUND LTD PARTNERSHIP CENTRAL INDEX KEY: 0000757549 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 042860302 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-14378 FILM NUMBER: 98580632 BUSINESS ADDRESS: STREET 1: 470 ATLANTIC AVE CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 6174232233 MAIL ADDRESS: STREET 1: C/O BERKSHIRE REALTY AFFILIATES STREET 2: 470 ATLANTIC AVENUE CITY: BOSTON STATE: MA ZIP: 02210 8-K 1 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) January 30, 1998 Krupp Institutional Mortgage Fund Limited Partnership Massachusetts 0-14378 04-2860302 (State or other jurisdiction of (Commission (IRS employer incorporation or organization) file number) identification no.) 470 Atlantic Avenue, Boston, Massachusetts 02210 (Address of principal executive offices) (Zip Code) (617) 423-2233 (Registrant's telephone number, including area code) Item 2. Acquisition or Disposition of Assets Disposition of Properties Krupp Institutional Mortgage Fund Limited Partnership (the "Partnership") holds the underlying mortgages of the properties owned by Krupp Equity Limited Partnership ("KELP"), an affiliate of the Partnership. On December 2, 1997, Berkshire Realty Enterprise Limited Partnership, an affiliate of the General Partners as agent for KELP entered into an Agreement of Sale to sell its remaining properties to Kejack, Inc. and its permitted assigns, which are unaffiliated third parties. Bell Plaza Shopping Center, a shopping center containing 43,842 leasable square feet located in Oak Lawn, Illinois and Northeast Plaza Shopping Center, a shopping center containing 89,224 leasable square feet located in Baton Rouge, Louisiana, were included in a package with twelve other properties owned by affiliates of the General Partners of KELP. The total selling price of the fourteen properties was $138,000,000, of which KELP received $5,027,200 for the sale of its properties, less its share of the closing costs. The transaction was consummated on January 30, 1998. KELP will use the net proceeds of the sale to pay down its mortgage notes payable to the Partnership. The General Partners expect to liquidate and distribute the remaining assets of the Partnership in 1998. Item 7. Financial Statements, Proforma Financial Information and Exhibits (a) Financial Statements of Business Acquired Response: Not applicable (b) Pro Forma Financial Information On January 30, 1998, KELP sold both of its remaining properties to Kejack, Inc. and its permitted assigns, which are unaffiliated third parties. The properties were included in a package with twelve other properties owned by affiliates of KELP's General Partner. The total selling price of the fourteen properties was $138,000,000, of which KELP received $5,027,200 for the sale of its properties, less its share of its closing costs. KELP used the net proceeds of the sale to pay down its mortgage notes payable to the Partnership. The Partnership has presented in this Form 8-K, a Pro Forma Balance Sheet at September 30, 1997 and Pro Forma Statements of Income (Loss) for the nine months ended September 30, 1997 and for the year ended December 31, 1996. See Note 1 to the Pro Forma Financial Statements for further discussion of this matter. KRUPP INSTITUTIONAL MORTGAGE FUND LIMITED PARTNERSHIP PRO FORMA BALANCE SHEET September 30, 1997 (unaudited)
ASSETS Actual at Pro Forma September 30, Pro Forma September 30, 1997 Adjustments 1997 (Note 1) (Note 1) (Note 1) Mortgage notes receivable, net of loan loss reserve of $16,524,000$ 6,949,839 $ (6,949,839)$ - Cash and cash equivalents 1,110,363 - 1,110,363 Accrued interest receivable - mortgage notes, net of reserve for uncollectible interest of $13,997,634 118,642 (118,642) - Other assets 1,865 - 1,865 Total assets$ 8,180,709 $ (7,068,481) $ 1,112,228 LIABILITIES AND PARTNERS' EQUITY Liabilities $ 19,150 $ - $ 19,150 Partners' equity 8,161,559 (7,068,481) 1,093,078 Total liabilities and Partners' equity$ 8,180,709 $ (7,068,481) $ 1,112,228
See accompanying note to pro forma financial statements. KRUPP INSTITUTIONAL MORTGAGE FUND LIMITED PARTNERSHIP PRO FORMA STATEMENT OF INCOME (LOSS) For the Nine Months Ended September 30, 1997 (unaudited)
As Reported for the Nine Months Ended Pro Forma for the September 30, Pro FormaNine Months Ended 1997 Adjustments September 30, 1997 (Note 1) (Note 1) (Note 1) Interest income: Mortgage notes receivable $ 445,796 $ (445,796) $ - Cash equivalents 46,035 - 46,035 Total interest income 491,831 (445,796) 46,035 Expenses: Expense reimbursements 25,739 - 25,739 General and administrative 43,292 - 43,292 Total expenses 69,031 - 69,031 Net income (loss) $ 422,800 $ (445,796) $ (22,996)
See accompanying note to pro forma financial statements. KRUPP INSTITUTIONAL MORTGAGE FUND LIMITED PARTNERSHIP PRO FORMA STATEMENT OF INCOME (LOSS) For the Year Ended December 31, 1996 (unaudited)
As Reported for Pro Forma for the Year Ended Pro Forma the Year Ended December 31, 1996 Adjustments December 31, 1996 (Note 1) (Note 1) (Note 1) Interest income: Mortgage notes > receivable $ 497,376 $ (497,376) $ - Cash equivalents 79,000 - 79,000 Total interest income 576,376 (497,376) 79,000 Expenses: Expense reimbursements 33,345 - 33,345 General and administrative 60,088 - 60,088 Total expenses 93,433 - 93,433 Net income (loss) $ 482,943 $ (497,376) $ (14,433)
See accompanying note to pro forma financial statements. KRUPP INSTITUTIONAL MORTGAGE FUND LIMITED PARTNERSHIP NOTE TO PRO FORMA FINANCIAL STATEMENTS (1)Basis of Presentation The Pro Forma Balance Sheet at September 30, 1997 is based on the historical Balance Sheet of the Partnership as reported on Form 10-Q for the quarter ended September 30, 1997. The Pro Forma adjustment represents an adjustment to the Partnership's financial statements to show the effect of the sale of KELP's remaining properties. The Pro Forma Balance Sheet at September 30, 1997 reflects the balance sheet as if the sale had occurred prior to September 30, 1997. The Pro Forma Statement of Income (Loss) for the nine months ended September 30, 1997 is based on the historical Statement of Income of the Partnership as reported on Form 10-Q for the nine months ended September 30, 1997. The Pro Forma Statement of Income (Loss) for the year ended December 31, 1996 is based on the historical Statement of Income for the Partnership as presented in the annual report on Form 10-K for the year ended December 31, 1996. The Pro Forma adjustments represent the Partnership's net income related to the mortgage notes receivable from KELP for the respective period presented. The Pro Forma Statements of Income (Loss) for the nine months ended September 30, 1997 and for the year ended December 31, 1996 reflect the results of operations of the Partnership as if KELP had sold its properties, and was subsequently dissolved prior to January 1, 1996. The Pro Forma Statements of Income (Loss) do not reflect any recovery of bad debt or bad debt expense which may be recognized by the Partnership as a result of the sale of KELP's properties and the pay down of its mortgage notes payable to the Partnership. (c)Exhibits 1.Agreement of Sale dated December 2, 1997 between Berkshire Realty Enterprise Limited Partnership, agent for Krupp Equity Limited Partnership, and Kejack, Inc. and its permitted assigns [Exhibit 1 to Registrant's Report on Form 8-K dated February 3, 1998 (File No. 0-14378)].* 2.First Amendment to Agreement of Sale dated December 12, 1997 between Berkshire Realty Enterprise Limited Partnership, agent for Krupp Equity Limited Partnership, and Kejack Inc. and its permitted assigns [Exhibit 2 to Registrant's Report on Form 8-K dated February 3, 1998 (File No. 0-14378)].* 3.Second Amendment to Agreement of Sale dated December 14, 1997 between Berkshire Realty Enterprise Limited Partnership, agent for Krupp Equity Limited Partnership, and Kejack, Inc. and its permitted assigns [Exhibit 3 to Registrant's Report on Form 8-K dated February 3, 1998 (File No. 0-14378)].* 4.Side letter dated December 17, 1997 from William S. Gee on behalf of Kejack, Inc. and its permitted assigns to Eli Rubenstein, Esq. on behalf of Berkshire Realty Enterprises Limited Partnership, agent for Krupp Equity Limited Partnership [Exhibit 4 to Registrant's Report on Form 8-K dated February 3, 1998 (File No. 0-14378)].* 5.Side letter dated January 6, 1998 from William S. Gee on behalf of Kejack, Inc. and its permitted assigns to Eli Rubenstein, Esq. on behalf of Berkshire Realty Enterprise Limited Partnership, agent for Krupp Equity Limited Partnership [Exhibit 5 to Registrant's Report on Form 8-K dated February 3, 1998 (File No. 0-14378)].* * Incorporated by reference. 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 Institutional Mortgage Fund Limited Partnership (Registrant) BY: /s/Wayne H. Zarozny Wayne H. Zarozny Treasurer and Chief Accounting Officer of the Krupp Corporation, a General Partner. DATE: March 31, 1998 -----END PRIVACY-ENHANCED MESSAGE-----