-----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, O5LTMExtuyFgnYPTAAglLn0DUqg3mUv7lPSJ0orNkeCNSIAJycz/rQx989+qUVcZ wFSMi97d5z4lktT3X21zeg== 0000785988-98-000006.txt : 19980401 0000785988-98-000006.hdr.sgml : 19980401 ACCESSION NUMBER: 0000785988-98-000006 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 CASH PLUS II LTD PARTNERSHIP CENTRAL INDEX KEY: 0000785988 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 042915326 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-15816 FILM NUMBER: 98580604 BUSINESS ADDRESS: STREET 1: 470 ATLANTIC AVE STREET 2: C/O THE BERKSHIRE GROUP CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 6174232233 MAIL ADDRESS: STREET 1: C/O THE BERKSHIRE GROUP 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 Cash Plus-II Limited Partnership Massachusetts 0-15816 04-2915326 (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 On December 2, 1997, Berkshire Realty Enterprise Limited Partnership, an affiliate of the General Partners, as agent for Krupp Cash Plus-II Limited Partnership (the "Partnership") entered into an Agreement of Sale to sell all of the Partnership's properties to Kejack, Inc. and its permitted assigns, which are unaffiliated third parties. Encino Oaks, a shopping center containing 52,380 leasable square feet located in Encino, California, Alderwood Towne Center, a shopping center containing 105,346 leasable square feet located in Lynnwood, Washington, Canyon Place, a shopping center containing 157,283 leasable square feet located in Portland, Oregon, Coral Plaza, a shopping center containing 49,885 leasable square feet located in Oak Lawn, Illinois and Cumberland Glen, a multi-family apartment complex with 222 units located in Smyrna, Georgia, were included in a package with nine other properties owned by affiliates of the General Partners. The total selling price of the fourteen properties was $138,000,000, of which the Partnership received $39,822,700 for the sale of its properties, less its share of the closing costs. The transaction was consummated on January 30, 1998. The sale is considered a Terminating Capital Transaction as defined by the Partnership Agreement. Accordingly, 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, Krupp Cash Plus- II Limited Partnership (the "Partnership") sold all of its properties to Kejack, Inc. and its permitted assigns, which are unaffiliated third parties. The properties were included in a package with nine other properties owned by affiliates of the General Partners. The total selling price of the fourteen properties was $138,000,000, of which the Partnership received $39,822,700 for the sale of its properties, less its share of its closing costs. The Partnership has presented in this Form 8-K, a Pro Forma Balance Sheet at September 30, 1997 and Pro Forma Statements of Operations 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 CASH PLUS-II 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) Real estate assets: Multi-family apartment complex, less accumulated depreciation of $5,013,844 $ 5,678,467 $5,678,467)$ - Retail centers, less accumulated depreciation of $15,372,420 35,336,584 (35,336,584) - Investment in Joint Venture 514,344 514,344 Mortgage-backed securities ("MBS"), net of accumulated amortization 6,366,996 6,366,996 Total real estate assets 47,896,391 (41,015,051) 6,881,340 Cash and cash equivalents 5,815,959 (96,602) 5,719,357 Other assets 534,862 (413,303) 121,559 Total assets $ 54,247,212$ (41,524,956)$12,722,256 LIABILITIES AND PARTNERS' EQUITY Liabilities: Accounts payable $ 8,464 $ (8,464)$ - Accrued expenses and other liabilities 814,271 (777,588) 36,683 Due to affiliates 74,982 (72,237) 2,745 Total liabilities 897,717 (858,289) 39,428 Partners' equity 53,349,495 (40,666,667) 12,682,828 Total liabilities and Partners' equity $ 54,247,212$ (41,524,956)$12,722,256
See accompanying note to pro forma financial statements. KRUPP CASH PLUS-II LIMITED PARTNERSHIP PRO FORMA STATEMENT OF OPERATIONS 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) Revenue: Rental $ 5,195,006 $ (5,195,006) $ - Interest income - MBS 443,181 443,181 Interest income - other 525,332 (897) 524,435 Total revenue 6,163,519 (5,195,903) 967,616 Expenses: Operating 713,700 (614,201) 99,499 Maintenance 348,007 (348,007) - General and administrative 473,872 473,872 Real estate taxes 613,305 (613,305) - Management fees 287,286 (287,286) - Depreciation 1,627,498 (1,627,498) - Total expenses 4,063,668 (3,490,297) 573,371 Income (loss) from operations 2,099,851 (1,705,606) 394,245 Partnership's share of Joint Venture net loss (858,011) (858,011) Net income (loss) $ 1,241,840$ (1,705,606)$ (463,766)
See accompanying note to pro forma financial statements. KRUPP CASH PLUS-II LIMITED PARTNERSHIP PRO FORMA STATEMENT OF OPERATIONS 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) Revenue: Rental $ 6,524,291 $ (6,524,291) $ - Partnership's share of Joint Venture net loss (3,923,070) (3,923,070) Interest income - MBS 687,690 687,690 Interest income - other 475,288 (1,271) 474,017 Total revenue 3,764,199 (6,525,562) (2,761,363) Expenses: Operating 948,743 (797,472) 151,271 Maintenance 545,017 (545,017) - General and administrative 440,178 440,178 Real estate taxes 779,921 (779,921) - Management fees 374,702 (374,702) - Depreciation 2,131,487 (2,131,487) - Total expenses 5,220,048 (4,628,599) 591,449 Net loss $ (1,455,849)$ (1,896,963)$ (3,352,812)
See accompanying note to pro forma financial statements. KRUPP CASH PLUS-II 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. 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 Operations for the nine months ended September 30, 1997 is based on the historical Statement of Operations of the Partnership as reported on Form 10-Q for the nine months ended September 30, 1997. The Pro Forma Statement of Operations for the year ended December 31, 1996 is based on the historical Statement of Operations 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 properties' net income for the respective period presented. The Pro Forma Statements of Operations 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 the Partnership had sold its properties prior to January 1, 1996. The Pro Forma Statements of Operations do not reflect any gain or loss which may be recognized by the Partnership as a result of the sale. (c)Exhibits 1.Agreement of Sale dated December 2, 1997 between Berkshire Realty Enterprise Limited Partnership, agent for Krupp Cash Plus-II Limited Partnership, and Kejack, Inc. and its permitted assigns [Exhibit 1 to Registrant's Report on Form 8-K dated February 2, 1998 (File No. 0-15816)].* 2.First Amendment to Agreement of Sale dated December 12, 1997 between Berkshire Realty Enterprise Limited Partnership, agent for Krupp Cash Plus-II Limited Partnership, and Kejack Inc. and its permitted assigns [Exhibit 2 to Registrant's Report on Form 8-K dated February 2, 1998 (File No. 0-15816)].* 3.Second Amendment to Agreement of Sale dated December 14, 1997 between Berkshire Realty Enterprise Limited Partnership, agent for Krupp Cash Plus-II Limited Partnership, and Kejack, Inc. and its permitted assigns [Exhibit 3 to Registrant's Report on Form 8-K dated February 2, 1998 (File No. 0-15816)].* 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 Cash Plus-II Limited Partnership [Exhibit 4 to Registrant's Report on Form 8-K dated February 2, 1998 (File No. 0-15816)].* 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 Cash Plus-II Limited Partnership [Exhibit 5 to Registrant's Report on Form 8-K dated February 2, 1998 (File No. 0-15816)].* * 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 Cash Plus-II 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-----