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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)
April 12, 1995.
LIBERTY EQUIPMENT INVESTORS L.P. - 1984
(Exact name of registrant as specified in its charter)
Delaware 0-013080 13-3222673
(State or other (Commission File (I.R.S. Employer
jurisdiction of Number) Identification
incorporation or No.)
organization
World Financial Center - South Tower, N.Y., N.Y. 10080-6114
New York, New York
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:(212) 236-6577
N/A
(Former name or former address, if changed since last report.)
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Item 2. Acquisition or Disposition of Assets
Pursuant to an Acquisition Agreement (the "Acquisition
Agreement") dated as of April 12, 1995 among KENETECH Windpower,
Inc. (formerly U.S. Windpower, Inc.) ("KWI"), KW Hayward L.P., a
Delaware limited partnership the general partner and limited
partner of which are affiliates of KWI ("Hayward"), U.S.
Windpower Transmission Corporation, an affiliate of KWI
("USWTC"), and Registrant, Registrant sold to Hayward
Registrant's Windplant Assets (consisting of 109 windmills and
related transformers, transmission lines and other facilities
(the "Windplant") constructed by KWI for Registrant pursuant to
an Amended and Restated Windplant Construction Contract dated as
of November 27, 1984; all land rights associated with the
Windplant; all contractual rights related to the Windplant,
including contractual rights associated with the operation and
maintenance of, and sale and transmission of energy generated by,
the Windplant; certain cash and cash equivalents, accounts and
notes receivable attributable to the Windplant or the related
land and contractual rights; and certain business records
relating to the Windplant) for total consideration of $6,061,669,
consisting of a cash purchase price of $5,380,399 and the
forgiveness of $681,270 of amounts owing to KWI and USWTC. Of
the $5,380,399 cash purchase price, $5,080,399 was applied to the
payment of the outstanding principal amount of, and all accrued
and unpaid interest on, the construction notes issued by
Registrant to KWI under the Windplant Construction Contract.
Under the Acquisition Agreement, (i) Registrant assigned to
Hayward, and Hayward assumed, certain agreements relating to the
operation and maintenance of, and the sale and transmission of
energy generated by, the Windplant (the "Assumed Obligations");
and (ii) Hayward and KWI assumed all liabilities and obligations
of Registrant relating to the ownership, construction, operation,
maintenance and/or management of the Windplant or any of the
Windplant Assets other than the Assumed Obligations and the
construction notes repaid by Registrant. The $300,000 balance of
the net cash proceeds from the sale was received by Registrant on
April 13, 1995.
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Exhibits (Filed pursuant to Item 601 of Regulation S-K)
None
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, Registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
LIBERTY EQUIPMENT INVESTORS L.P.-1984
By: Whitehall Partners Inc.
General Partner
Dated: April 27, 1995 /s/ David G. Cohen
David G. Cohen
Treasurer
Chief Accounting Officer
and Chief Financial Officer
