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
October 18, 1995
Date of Report (Date of earliest event reported)
CONSOLIDATED RESOURCES HEALTH CARE FUND IV
(Exact name of registrant as specified in its charter)
GEORGIA 0-14435 58-1582370
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification
No.)
7000 Central Parkway, Suite 970, Atlanta, Georgia 30328
(Address of principal executive offices) (Zip Code)
(770) 698-9040
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
<PAGE>
Item 2. Acquisition or Disposition of Assets.
On June 20, 1995, Consolidated Resources Health Care Fund IV, a
Georgia limited partnership (the "Registrant"), entered into a
letter of intent with Mt. Grove #1, Inc., (the "Purchaser"), to
sell all of the assets of The Oaks of Mountain Grove ("Mountain
Grove"), a 120 bed skilled nursing facility located in Mountain
Grove, Missouri.
The sale closed on October 18, 1995, and the Registrant paid
$45,697.03 in settlement of certain accrued liabilities and
expense prorations. In consideration, the Purchaser assumed
bonds payable and accrued interest totaling approximately
$2,970,000, fully releasing the Registrant of its obligation
under these bonds. The Purchaser also acquired the Registrant's
interest in a bond sinking fund amounting to approximately
$196,000. The registrant will recognize a gain of approximately
$360,000 on the sale.
Item 7. Financial Statements, Pro Forma Financial Information
and Exhibits.
(a) Pro Forma Financial Information.
For the fiscal year ended December 31, 1994,Mountain Grove earned
approximately $1,873,000 in Operating Revenues and incurred approximately
$1,933,092 in Operating Expenses. For the nine month period ended
September 30, 1995,Mountain Grove earned approximately $1,770,000
in Operating Revenues and incurred approximately $1,920,000 in Operating
Expenses.
(b) Exhibits.
(10)(a) Letter of Intent dated as of June 20, 1995.
<PAGE>
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.
CONSOLIDATED RESOURCES HEALTH CARE FUND IV
By: WelCare Service Corporation-IV, It Managing General Partner
February 15, 1995 By: /s/ Alan C. Dahl
Alan C. Dahl, Vice President
WELCARE SERVICE CORPORATION - IV
7000 Central Parkway
Suite 970
Atlanta, GA 30328
(404) 698-9040 (t)(404) 395-9776 (f)
June 20, 1995
Mr. Don C. Bedell
Mt. Grove #1, Inc.
731 North Main
Sikeston, Missouri 63801
RE: Binding Letter of Intent for the Acquisition and Sale of
the Assets of Mt. Grove Nursing Center, Wright County, Missouri
Dear Mr. Bedell:
This is a binding letter of intent from WelCare Service
Corporation - IV, a Georgia corporation, the managing general
partner of Consolidated Resources Health Care Fund IV ("WSC-IV",
"our", "us", or "we") for the sale of substantially all of the
Assets (as defined below and shown on Exhibit "A") of that
certain property known as Mt. Grove Nursing Center, Wright
County, Missouri ("Mt. Grove") together with Mt. Grove's
Certificate of Need and Licenses to operate, to the extent that
these can be legally assigned, for the operation of one hundred
(120) comprehensive care beds to Mt. Grove #1, Inc. ("MG #1",
"you", or "your"). Please execute this letter on behalf of MG
#1 in the place provided below and return it to us. Your
execution of this letter indicates that it is your intention to
be bound by the terms of this binding letter of intent, as it is
our intention to be so bound. It is also our intention and your
intention to execute additional agreements prior to the purchase
and sale of Mr. Grove but we both agree that such further
agreements are not necessary as this letter forms a binding
contract.
For Ten Dollars ($10.00) in hand paid to the other and other
good and valuable considerations, MG #1 and WSC-IV agree to the
following:
1. Acquisition: For the price set forth below, you will
acquire free and clear of any liens, claims, liabilities or
encumbrances: substantially all tangible and intangible assets
used at Mt. Grove including: all land (as shown on Exhibit
"A"), improvements, bond sinking fund reserves available at
Closing (totaling approximately One Hundred Ninety Thousand and
no/100's dollars ($190,000.00)), patient records and
certificates, inventories and supplies, prepaid items,
furniture, equipment, any and all interests in, to the extent
transferable by law the Certificate of Need and all licenses and
permits for the operation of Mt. Grove (the "Assets"). The
Purchase Price, as set forth below, will include the assumption
of that certain Loan Agreement dated as of October 1, 1988,
relating to $3,110,000 First Mortgage Health Care Facilities
Refunding Revenue Bonds (the "Bond Debt"). The Purchase Price,
as defined below, does not include the accounts payable, the
patients receivables, or the Medicaid or
Medicare receivables earned through the Closing. We will pay
the accrued employee benefits and real property taxes through
the Closing.
2. Price. In payment of the Assets you will assume as the
purchase price (the "Purchase Price") at Closing approximately
Two Million Eight Hundred Twenty-Five Thousand Dollars
($2,825,000.00) in secured Bond Debt on Mt. Grove.
3. Conditions. This acquisition will be subject to certain
conditions, including but not limited to the follows:
i) Governmental and Third Party Approvals. Favorable orders,
consents and approvals, including Certificates of Need and
license transfer. In the form required to consummate the
transaction will have been received (if required) from all
necessary governmental agencies or third parties, any applicable
waiting periods with respect to such filings shall have expired
and no action shall have been taken or threatened by any
governmental agency seeking to enjoin consummation of the
transactions described herein, including but not limited to the
receipt by us of a Certificate of Need and license for a minimum
of 120 comprehensive care (skilled) beds;
ii) Warranties and Representations. All warranties and
representations shall be accurate both when given and at the
date of the closing of the proposed acquisition (the "Closing");
iii) Assumption of Mortgages. The assumption by MG #1, or
its assignees, without penalty or interest rate increased, of
the mortgage that liens the Assets of Mt. Grove; and
iv) Satisfactory Results of Due Diligence Review. Your due
diligence review shall indicate no material defects or failures
of title, material liabilities, environmental or structural
conditions uneconomical or burdensome repair costs or other
results of a material nature not reasonably satisfactory to you.
4. Inspection. MG #1 and its agents may inspect the physical
assets of Mt. Grove and review its business and financial
records at reasonable times and in such a manner so as not to
unreasonably disrupt Mt. Grove's normal business. We will
cooperate to the fullest extent possible to facilitate your
inspection and the inspection of any attorneys, accountants,
engineers or other advisors you may retain for that purpose.
5. Interim Management Agreement. Within five (5) business days
of the execution of this binding letter of intent, MG #1 may
begin to manage Mt.Grove under the terms of a mutually
acceptable management agreement.
6. Closing; Best Efforts; Expenses. The Closing of the
acquisition will take place as soon as all appropriate
conditions have been fulfilled but not later than June 30, 1995.
Each party will use its reasonable best efforts to satisfy all
appropriate conditions as soon as possible. Each party will pay
its fees and expense and those of its agents and advisors,
whether or not the acquisition and sale is consummated. Each of
us will warrant that no brokerage commission is payable by
either of us to any third party the acquisition.
If the foregoing sets forth your intention as to your acquiring
and our selling the Assets of Mt. Grove, please so signify by
executing this letter in the place shown below and return it to
us on or before June 23, 1995. Please feel free to call us if
you require any additional information.
Very truly yours,
CONSOLIDATED RESOURCES HEALTH CARE FUND IV
BY: WELCARE SERVICE CORPORATION-IV,
Managing General Partner
By: /s/ J. Stephen Eaton
J. Stephen Eaton, President
Accepted and agreed to on June ___, 1995.
MT. GROVE #1, INC.
By: /s/ Don C. Bedell
Don C. Bedell, President
