UNITED STATES
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
93
Date of Report (Date of earliest event reported) December 9, 2008
CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES, LP
(Exact name of Registrant as specified in its charter)
Delaware 0-10831 94-2744492
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification Number)
55 Beattie Place
Post Office Box 1089
Greenville, South Carolina 29602
(Address of principal executive offices)
(864) 239-1000
(Registrant’s telephone number)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.01 Completion of Acquisition or Disposition of Assets
Consolidated Capital Institutional Properties, LP, a Delaware limited partnership (the “Registrant”), owns a 100% interest in CCIP Palm Lake, L.L.C., a Delaware limited liability company (the “Company”). As previously disclosed, after April 30, 2008, the assets and liabilities of the Company are allocated solely to the holders of Series A Units of the Registrant for all purposes. The Company owned Palm Lake Apartments (“Palm Lake”), a 150-unit apartment complex located in Tampa, Florida.
On December 9, 2008 the Company sold Palm Lake to a third party, Blackhawk Apartment Opportunity Fund II LLC, an Illinois limited liability company (the “Purchaser”), for a total sales price of $7,000,000. The Registrant continues to own and operate six other investment properties.
In accordance with the terms of Registrant’s partnership agreement, the Registrant’s general partner is currently evaluating the cash requirements of the Company to determine what portion of the net sale proceeds will be available to distribute to the holders of Series A units.
Item 9.01 Financial Statements and Exhibits
(b) Pro forma financial information.
The following unaudited pro forma balance sheet and statements of operations reflect the continuing operations of the Registrant as if Palm Lake had been sold on January 1, 2007. The following also includes the operations of The Lofts which was classified as held for sale as of September 30, 2008.
The pro forma financial statements do not project the Registrant’s results of operations at any future date or for any future period. This pro forma information should be read in conjunction with the Registrant’s 2008 Quarterly Report on Form 10-Q for the period ended September 30, 2008 and the Registrant’s 2007 Annual Report on Form 10-KSB.
PRO FORMA BALANCE SHEET
(in thousands)
| September 30, 2008 |
| |
All other assets | $ 4,982 |
Investment property, net | 77,112 |
Total Assets | $ 82,094 |
| |
All other liabilities | $ 3,752 |
Mortgage notes payable | 130,502 |
Partners’ deficit | (52,160) |
Total Liabilities and Partners’ Deficit | $ 82,094 |
PRO FORMA STATEMENTS OF OPERATIONS
(in thousands, except per unit data)
| Nine Months Ended | Year Ended |
| September 30, 2008 | December 31, 2007 |
| | |
Total revenues | $18,060 | $23,766 |
Total expenses | 20,761 | 24,113 |
Impairment Loss | 2,400 | 0 |
Loss before discontinued operations | (5,101) | (347) |
Income from discontinued operations Net loss | 318 $(4,783) | 59 $ (288) |
| | |
| | |
Series A Series B Series C Net loss per limited partnership interest | $ (6.56) (16.61) (0.62) $(23.79) | $(7.08) (0.44) 6.09 $(1.43) |
(d) Exhibit
10.71 Second Amendment to Purchase and Sale Contract between CCIP Palm Lake, L.L.C., a Delaware limited liability company and Blackhawk Apartment Opportunity Fund II LLC, an Illinois limited liability company, dated November 26, 2008. *
10.72 Third Amendment to Purchase and Sale Contract between CCIP Palm Lake, L.L.C., a Delaware limited liability company and Blackhawk Apartment Opportunity Fund II LLC, an Illinois limited liability company, dated December 9, 2008. *
SIGNATURE
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 CAPITAL
INSTITUTIONAL PROPERTIES, LP
By: CONCAP EQUITIES, INC.
General Partner
By: /s/Stephen B. Waters
Stephen B. Waters
Vice President
Date: December 15, 2008
