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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): September 26, 2000
MURRAY INCOME PROPERTIES I, LTD.
(Exact Name of Registrant as Specified in Charter)
TEXAS 0-14105 75-1946214
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(State or Other Jurisdiction of (Commission File (I.R.S. Employer
Incorporation or Organization) Number) Identification Number)
5550 LBJ Freeway, Suite 675, Dallas, Texas 75240
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (972) 991-9090
Not applicable
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On September 26, 2000, pursuant to a Purchase and Sale Agreement
effective as of July 12, 2000, by and between Murray Income Properties I, Ltd.
(the "Partnership") and Central One, Inc. and James H. Kaufman, as tenants in
common (the "Purchaser"), as amended, the Partnership sold the Mountain View
Plaza Shopping Center property, located in Scottsdale, Arizona, for a sales
price of $7,420,000 in cash. This sale of the property was authorized by its
limited partners at a special meeting held on March 10, 2000. The Purchaser has
no relationship with the Partnership or its general partners and its officers or
directors (or their associates). The general partners anticipate that the
commissions and expenses of the sale will be approximately $300,000, resulting
in a net proceeds to the Partnership of $7,120,000 and a gain of approximately
$1,839,000.
The sales price of $7,420,000 exceeds the December 31, 1998 appraised
value of $7,100,000, as disclosed in the proxy statement that was mailed to the
limited partners on or about January 14, 2000.
The Partnership anticipates making a distribution of a portion of the
net proceeds received from the sale of the Mountain View Plaza Shopping Center
property along with the quarterly distribution from the Partnership's
operations.
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(b) PRO FORMA FINANCIAL INFORMATION
MURRAY INCOME PROPERTIES I, LTD.
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED JOINT VENTURE
PRO FORMA CONSOLIDATED BALANCE SHEET
JUNE 30, 2000
(UNAUDITED)
<TABLE>
<CAPTION>
Pro Forma
Adjustment for
Historical Mountain View
Summary at Plaza Pro Forma
June 30, 2000 Shopping Center June 30, 2000
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<S> <C> <C> <C>
Assets
Properties held for sale, net $ 14,253,343 $ (5,069,762) $ 9,183,581
Cash and cash equivalents 3,470,725 7,049,469 10,520,194
Accounts receivable, net 431,485 (129,254) 302,231
Other assets, net 447,437 (136,230) 311,207
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$ 18,602,990 $ 1,714,223 $ 20,317,213
============ ============ ============
Liabilities and Partners' Equity
Account payable $ 16,248 $ (10,298) $ 5,950
Accrued property taxes 136,772 (56,315) 80,457
Security deposits 172,160 (58,047) 114,113
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Total liabilities 325,180 (124,660) 200,520
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Minority interest in joint venture 1,383,929 1,383,929
------------ ------------ ------------
Total partners' equity 16,893,881 1,838,883 18,732,764
------------ ------------ ------------
$ 18,602,990 $ 1,714,223 $ 20,317,213
============ ============ ============
</TABLE>
See notes to pro forma financial statements
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MURRAY INCOME PROPERTIES I, LTD.
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED JOINT VENTURE
PRO FORMA CONSOLIDATED STATEMENT OF EARNINGS
FOR THE SIX MONTHS ENDED JUNE 30, 2000
(UNAUDITED)
<TABLE>
<CAPTION>
Historical Pro Forma
Summary Adjustment for Pro Forma
For the Six Mountain View For the Six
Months Ended Plaza Months Ended
June 30, 2000 Shopping Center June 30, 2000
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<S> <C> <C> <C>
Income
Rental $ 1,366,574 $ (542,559) $ 824,015
Interest 93,492 (726) 92,766
Gain on termination of lease 898,562 898,562
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2,358,628 (543,285) 1,815,343
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Expenses:
Depreciation 131,970 (35,570) 96,400
Property operating 466,112 (212,657) 253,455
General and administrative 182,782 182,782
Bad debts, net 12,514 12,514
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793,378 (248,227) 545,151
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Earnings before minority interest 1,565,250 (295,058) 1,270,192
Minority interest in joint
venture's earnings 195,626 195,626
------------ ------------ ------------
Net earnings $ 1,369,624 $ (295,058) $ 1,074,566
============ ============ ============
Basic earnings per limited
Partnership interest $ 47.55 $ (10.24) $ 37.31
============ ============ ============
</TABLE>
See notes to pro forma financial statements
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MURRAY INCOME PROPERTIES I, LTD.
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED JOINT VENTURE
PRO FORMA CONSOLIDATED STATEMENT OF EARNINGS
FOR THE YEAR ENDED DECEMBER 31, 1999
(UNAUDITED)
<TABLE>
<CAPTION>
Pro Forma
Historical Adjustment for Pro Forma
Summary For Mountain View For the
the Year Ended Plaza Year Ended
December 31, 1999 Shopping Center December 31, 1999
----------------- --------------- -----------------
<S> <C> <C> <C>
Income
Rental $ 3,234,459 $ (969,158) $ 2,265,301
Interest 94,529 (1,587) 92,942
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3,328,988 (970,745) 2,358,243
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Expenses:
Depreciation 828,355 (210,019) 618,336
Property operating 884,926 (329,008) 555,918
General and administrative 306,565 306,565
Bad debts, net 8,614 185 8,799
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2,028,460 (538,842) 1,489,618
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Earnings before minority interest 1,300,528 (431,903) 868,625
Minority interest in joint
venture's earnings 137,992 137,992
------------ ------------ ------------
Net earnings $ 1,162,536 $ (431,903) $ 730,633
============ ============ ============
Basic earnings per limited
Partnership interest $ 40.36 $ (15.00) $ 25.36
============ ============ ============
</TABLE>
See notes to pro forma financial statements
5
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MURRAY INCOME PROPERTIES I, LTD.
(A LIMITED PARTNERSHIP)
AND CONSOLIDATED JOINT VENTURE
NOTES TO PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
The unaudited pro forma consolidated balance sheet as of June 30,
2000 is based on the unaudited historical consolidated financial statements of
the Partnership after giving effect to the disposition as described in Item 2 as
if the sale had been consummated as of June 30, 2000. The pro forma adjustments
include net proceeds of approximately $7,120,000.
The unaudited pro forma consolidated statement of earnings for the
six months ended June 30, 2000 is based on the unaudited historical statement of
earnings of the Partnership after giving effect to the disposition as described
in Item 2 as if the sale had been consummated on January 1, 2000.
The unaudited pro forma consolidated statement of earnings for the
year ended December 31, 1999 is based on the unaudited historical consolidated
statement of earnings of the Partnership after giving effect to the disposition
as described in Item 2 as if the sale had been consummated on January 1, 1999.
These unaudited pro forma financial statements may not be indicative
of the results that actually would have occurred if the transaction had been in
effect on the dates indicated or which may be obtained in the future. The
unaudited pro forma financial statements should be read in conjunction with the
financial statements of the Partnership including its Annual Report on Form 10-K
for the year ended December 31, 1999 and the unaudited financial statements of
the Partnership on Form 10-Q for the six months ended June 30, 2000.
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(c) EXHIBITS.
10.1 Purchase and Sale Agreement dated effective as of July 12,
2000 by and between the Partnership and Central One, Inc. and
James H. Kaufman, as tenants in common.
10.2 Amendment to Purchase and Sale Agreement dated July 27, 2000
by and between the Partnership and Central One, Inc. and James
H. Kaufman, as tenants in common.
10.3 Second Amendment to Purchase and Sale Agreement dated
September 19, 2000 by and between the Partnership and Central
One, Inc. and James H. Kaufman, as tenants in common.
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SIGNATURES
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.
MURRAY INCOME PROPERTIES I, LTD.
By: Murray Realty Investors VIII, Inc.,
a general partner
By: /s/ Mitchell Armstrong
--------------------------------
Mitchell Armstrong
President
Date: October 11, 2000
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INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
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<S> <C>
10.1 Purchase and Sale Agreement dated effective as of July 12,
2000 by and between the Partnership and Central One, Inc. and
James H. Kaufman, as tenants in common.
10.2 Amendment to Purchase and Sale Agreement dated July 27, 2000
by and between the Partnership and Central One, Inc. and James
H. Kaufman, as tenants in common.
10.3 Second Amendment to Purchase and Sale Agreement dated
September 19, 2000 by and between the Partnership and Central
One, Inc. and James H. Kaufman, as tenants in common.
</TABLE>