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) November 13, 1996
BALCOR REALTY INVESTORS - 84
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Exact Name of Registrant
Illinois 0-13349
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State or other jurisdiction Commission file number
2355 Waukegan Road
Suite A200
Bannockburn, Illinois 36-3215399
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Address of principal I.R.S. Employer
executive offices Identification
Number
60015
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Zip Code
Registrant's telephone number, including area code:
(847) 267-1600
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Item 5. Other Information
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a) Chesapeake Apartments
As previously reported, on October 18, 1996, the Partnership contracted to sell
the Chesapeake Apartments, Harris County, Texas to an unaffiliated party, AIMCO
Properties, L.P., a Delaware limited partnership, for a sale price of
$7,950,000. The sale closed on December 19, 1996. The purchaser did not
assume the first mortgage loan as previously expected. The Partnership will
use sale proceeds of $5,072,714 to repay the loan. In addition, from the
proceeds of the sale, the Partnership paid $159,000 to a third party as a
brokerage commission, $59,625 to an affiliate of the third party providing
property management services as a fee for services rendered in connection with
the sale of the property and $30,954 in closing costs. The Partnership
received the remaining sale proceeds of approximately $2,627,707.
b) Courtyards of Kendall Apartments
As previously reported, on October 24, 1996, the Partnership contracted to sell
the Courtyards of Kendall Apartments, Dade County, Florida to an unaffiliated
party, Ceebraid-Signal Corporation, a Florida corporation, for a sale price of
$11,310,000. On November 13, 1996 the purchaser exercised its option to
terminate the agreement of sale and a closing of the sale will not occur.
Pursuant to the agreement of sale, the $150,000 in earnest money previously
deposited by the purchaser and interest accrued thereon was returned to the
purchaser.
c) Somerset Pointe Apartments
As previously reported, on November 5, 1996, the Partnership contracted to sell
Somerset Pointe Apartments, Las Vegas, Nevada to an unaffiliated party, DKS
Associates, for a sale price of $18,833,333. The closing of the sale was
extended and the sale closed on January 6, 1997. From the proceeds of the sale,
the Partnership paid the outstanding balance of the first mortgage loan in the
amount of $10,736,529, closing costs of $68,275, and $188,333 to an
unaffiliated party as a brokerage commission. An affiliate of the third party
providing property management services for the property received a fee of
$141,250 for services rendered in connection with the sale of the property.
The Partnership received approximately $7,698,946 representing the remaining
proceeds. Of such proceeds, $321,937 will be retained by the Partnership and
not be available for use or distribution by the Partnership until 90 days after
closing.
d) Woodland Hills Apartments
As previously reported, on August 27, 1996, the Partnership contracted to sell
Woodland Hills Apartments, Irving, Texas to an unaffiliated party, TGM Realty
Corp. #5, a Delaware corporation, for a sale price of $7,500,000. Pursuant to
an agreement between the Partnership and the purchaser, the sale price was
reduced to $7,300,000 and the sale closed on November 19, 1996. From the
proceeds of the sale, the Partnership paid the outstanding balance of the first
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mortgage loan in the amount of $4,910,568, a prepayment penalty of $96,211,
closing costs of $59,000, and $144,750 to an unaffiliated party as a brokerage
commission. An affiliate of the third party providing property management
services for the property received a fee of $54,750 for services rendered in
connection with the sale of the property. The Partnership received
approximately $2,034,721 representing the remaining proceeds. Of such
proceeds, $250,000 will be retained by the Partnership and not be available for
use or distribution by the Partnership until 90 days after closing.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
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(A) FINANCIAL STATEMENTS AND EXHIBITS:
None
(B) PRO FORMA FINANCIAL INFORMATION:
None
(C) EXHIBITS:
(99) (a) Letter of Termination relating to the sale of Courtyards
of Kendall Apartments, Dade County, Florida.
(b) First Amendment to Agreement of Sale and Escrow Agreement
relating to the sale of Somerset Pointe Apartments, Las
Vegas, Nevada.
(c) Letter agreement dated November 11, 1996 relating to the
sale of the Woodland Hills Apartments, Irving, Texas.
No information is required under Items 1, 2, 3, 4, 6 and 8 and these items
have, therefore, been omitted.
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Signature
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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 hereunto duly authorized.
BALCOR REALTY INVESTORS-84
By: Balcor Partners-XV, an Illinois general
partnership, its general partner
By: RGF-Balcor Associates-II, an Illinois
general partnership, a partner
By: The Balcor Company, a Delaware corporation,
a partner
By: /s/ Jerry M. Ogle
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Jerry M. Ogle, Managing Director
and Secretary
Dated: January 29, 1997
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CEEBRAID-SIGNAL CORPORATION
250 South Australian Avenue, Suite 1003
West Palm Beach, FL 33401
November 13, 1996
Courtyards of Kendall Limited Partnership VIA FACSIMILE (847) 317-4462
c/o the Balcor Company and FEDERAL EXPRESS
2355 Waukegan Road, Ste. A200
Bannockburn, IL 60015
Attn: Ilona Adams
The Balcor Company VIA FACSIMILE (847) 317-4462
2355 Waukegan Road, Ste. A200 and FEDERAL EXPRESS
Bannockburn, IL 60015
Attn: James Mendelson
Morton M. Poznak, Esq. VIA FACSIMILE (312) 222-0818
Schwartz & Freeman and FEDERAL EXPRESS
401 N. Michigan Ave., Ste 1900
Chicago, IL 60611
RE: Courtyards of Kendall
Dear Sirs:
Pursuant to paragraph 16 of the Agreement of Sale between Ceebraid-Signal
Corporation, a Florida corporation ("Purchaser") and Courtyards of Kendall
Limited Partnership, an Illinois limited partnership ("Seller"), Purchaser
hereby disapproves the documents or the condition of the Property and
terminates the referenced Agreement of Sale. Purchaser hereby demands the
return of its deposit pursuant to the Agreement of Sale and the accompanying
Escrow Agreement.
Sincerely,
CEEBRAID-SIGNAL CORPORATION
By: /s/ Richard Schlesinger
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Richard Schlesinger, Managing Director
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EXHIBIT A
NOTICE OF DISAPPROVAL
The undersigned, the Purchaser under that certain Agreement dated October
24, 1996 providing for the sale by Courtyards of Kendall Limited Partnership of
property located in Dade County, Florida and known as Courtyards of Kendall
does hereby, pursuant to the provisions of the Agreement,. terminate the
Agreement prior to the Disapproval Date" as defined in this Escrow Agreement
and does hereby request that Charter Title Company, as Escrow Agent, return the
Earnest Money under this Escrow Agreement plus all interest earned thereon to
the undersigned.
Dated: November 13, 1996 CEEBRAID-SIGNAL CORPORATION
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By: /s/ Richard Schlesinger
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Richard Schlesinger,
Managing Director
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FIRST AMENDMENT TO AGREEMENT
OF SALE AND ESCROW AGREEMENT
This First Amendment to Agreement of Sale and Escrow Agreement ("First
Amendment") is entered into as of November 26, 1996 by and between WESTWOOD
INVESTORS, an Illinois limited partnership, as Seller, and DKS ASSOCIATES, as
Purchaser.
R E C I T A L S:
A. Purchaser and Seller have entered into an Agreement of Sale
("Agreement") and an Escrow Agreement ("Escrow Agreement"), both dated as of
November 5, 1996.
B. The parties hereto now wish to amend the Agreement and the Escrow
Agreement.
NOW, THEREFORE, the parties agree that the Agreement and Escrow Agreement
are modified as follows:
1. The November 29, 1996 date referred to in Paragraph 16 of the
Agreement and Paragraph 1 of the Escrow Agreement is hereby changed to December
4, 1996.
2. All capitalized terms used herein shall have the same meaning as in
the Agreement and Escrow Agreement.
3. Except as modified herein, all other terms and conditions of the
Agreement and Escrow Agreement shall remain in full force and effect.
4. This First Amendment may be executed in multiple facsimile
counterparts, each of which shall be deemed an original, but all of which shall
constitute one and the same instrument.
IN WITNESS WHEREOF, the parties hereto have put their hand and seal as of
the date set forth above.
PURCHASER:
DKS ASSOCIATES
By: /s/ Dan K. Shaw
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SELLER:
WESTWOOD INVESTORS, an Illinois limited
partnership
By: BALCOR PARTNERS-XV, an Illinois
general partnership,
a general partner
By: RGF-BALCOR ASSOCIATES-II, an
Illinois general partnership,
a partner
By: THE BALCOR COMPANY, a Delaware
corporation,
a partner
By: /s/ James E. Mendelson
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James E. Mendelson
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ACKNOWLEDGED BY ESCROW AGENT:
FIRST AMERICAN TITLE COMPANY OF
NEVADA
By:
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WOODLAND HILLS PARTNERS LIMITED PARTNERSHIP
c/o The Balcor Company
Bannockburn Lake Office Plaza
2355 Waukegan Road
Suite A200
Bannockburn, Illinois 60015
November 11, 1996
VIA FACSIMILE
TGM Realty Corp. #5
c/o TGM Associates L.P.
650 Fifth Avenue
New York, New York 10019
Attention: Mr. Thomas Gochberg
Re: Woodland Hills
Dear Mr. Gochberg:
Reference is hereby made to that certain Agreement of Sale (the
"Agreement") by and between TGM Realty Corp. #5, a Delaware corporation, as
Purchaser and the undersigned, as Seller, dated August 23, 1996. All
capitalized terms used but not defined herein shall have the meanings ascribed
to them in the Agreement.
In connection with Purchaser's review of the zoning of the Property,
Purchaser has advised Seller of certain concerns relating to the zoning of the
Property. Specifically, Purchaser has raised concerns regarding the distances
between the buildings located on the Property and the platting of the Property.
This will confirm the agreement of the parties that, in satisfaction of
all of Purchaser's concerns regarding the zoning of the Property (including the
concerns identified in the immediately preceding paragraph), Seller has agreed
to provide Purchaser with a credit against the Purchase Price in the sum of
$200,000. This credit is in addition to the $62,500 described in that certain
letter from the undersigned to you dated September 9, 1996.
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Please confirm your agreement to the foregoing by executing a copy of this
letter and returning it to Stephen J. Levy by telecopier (312-902-1061).
Very truly yours,
WOODLAND HILLS PARTNERS LIMITED
PARTNERSHIP, an Illinois limited partnership
By: Woodland Hills Partners, Inc., an Illinois
corporation, its general partner
By: /s/ Daniel L. Charleston
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Name:
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Its: Authorized Agent
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255142
cc: Mr. Al Lieberman
Stephen J. Levy, Esq.
ACCEPTED AND AGREED TO THIS
DAY OF NOVEMBER, 1996
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TGM REALTY CORP. #5
By: /s/ Thomas Gochberg
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Name:
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Its:
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