UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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) December 6, 1996
VISTA PROPERTIES
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(Exact name of registrant as specified in its charter)
California 0-11890 13-3179078
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(State or other jurisdiction (Commission (IRS Employer ID No)
of incorporation) File Number)
411 West Putnam Avenue, Greenwich, CT 06830
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(Address of principal executive offices) (Zip Code)
(203) 862-7000
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Registrant's telephone number, including area code
NOT APPLICABLE
(Former name or former address, if changed since last report)
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VISTA PROPERTIES
Current Report
on
Form 8-K
Item 3. Receivership
The mortgage loan on the New York Property (the "New York Mortgage")
permits the Partnership to defer payment of some or all of the interest
accrued on the New York Mortgage, provided, among other things, that
Vista Properties (the "Partnership") does not defer interest in an
amount that at any time exceeds the aggregate debt service that would
have been due for the immediately preceding 84-month period. In August,
1996, the Partnership received notice from the holder of the New York
Mortgage (the "New York Lender") that the interest deferred on the New
York Mortgage exceeded the permitted deferral and that the full debt
service payment for interest accrued during August 1996 (in the amount
of $1,239,200) would be due and payable on September 1, 1996 and that,
if such payment was not received, the New York Lender would be entitled
to accelerate the indebtedness secured by the New York Mortgage and
exercise all available remedies (including the commencement of a
foreclosure action against the New York Property). The Partnership did
not have sufficient funds to make the payment on September 1, 1996,
and, in October, 1996, the New York Lender declared the entire
outstanding principal balance of $90,160,000, together with all accrued
and unpaid interest of approximately $104,882,000, immediately due and
payable, and thereafter commenced an action to foreclose upon the New
York Property. The total outstanding indebtedness significantly exceeds
the estimated fair market value of the New York Property.
The Partnership was notified on November 12, 1996 that on November 7,
1996 the Supreme Court of the State of New York in the County of New
York appointed Darrell Paster, of Ferrer, Paster & Enriquez as a
receiver of all the earnings, revenues, rents, issues, profits and
income with respect to the New York Property during the pendency of the
foreclosure action. The Partnership is reviewing the options available
to it with respect to the New York Property.
A foreclosure of the New York Property would result in adverse tax
consequences to limited partners. If the New York Property is
foreclosed upon, the Partnership estimates that as required by
generally accepted accounting principles, it will recognize a gain of
approximately $97,554,000 ($1,041 per unit of limited partnership
interest). In addition, the Partnership estimates that each limited
partner would recognize a taxable gain of approximately $1,499 per
unit, with no cash available for distribution to the Partners. Any such
foreclosure also would have a significant impact on future operating
revenues and expenses and cash flow resulting from operations would be
significantly reduced.
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.
VISTA PROPERTIES
BY: IR Vista Realty Corp.
Management General Partner
DATE: December 6, 1996 /s/Frederick Simon
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Frederick Simon
Director and President
(Principal Executive Officer)
DATE: December 6, 1996 /s/Jay L. Maymudes
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Jay L. Maymudes
Vice President, Secretary and
Treasurer
(Principal Financial Officer
and Principal Accounting Officer)