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
Date of Report (Date of earliest event reported) January 6, 2006
CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES
(Exact name of Registrant as specified in its charter)
California 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 1.01 Entry into a Material Definitive Agreement.
Consolidated Capital Institutional Properties (the "Registrant") owns a 100%
interest in CCIP Indian Creek Village, LLC, a Delaware limited liability company
(the "Partnership"), which owns Indian Creek Village Apartments ("Indian
Creek"), a 273-unit apartment complex located in Overland Park, Kansas. As
previously disclosed, on November 28, 2005 (the "Effective Date"), the
Partnership entered into a Purchase and Sale Contract (the "Purchase Agreement")
with a third party, Northview Realty Group, Inc., a Canadian corporation (the
"Purchaser"), to sell Indian Creek to the Purchaser for a total sales price of
$15,675,000.
On January 6, 2006, the Partnership and the Purchaser entered into an amendment
to the Purchase Agreement, a copy of which is attached as an exhibit, to reduce
the purchase price to $14,900,000.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
10.42 First Amendment to the Purchase and Sale Contract between CCIP Indian
Creek Village, LLC, a Delaware limited liability company, and Northview
Realty Group, Inc., a Canadian corporation, dated December 28, 2005.
10.43 Second Amendment of Purchase and Sale Contract between CCIP Indian Creek
Village, LLC, a Delaware limited liability company, and Northview Realty
Group, Inc., a Canadian corporation, dated January 6, 2006.
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
By: CONCAP EQUITIES, INC.
General Partner
By: /s/Martha L. Long
Martha L. Long
Senior Vice President
Date: January 10, 2006
Exhibit 10.42
FIRST AMENDMENT TO THE
PURCHASE AND SALE CONTRACT
This Amendment to the Purchase and Sale Contract (the "Contract") is
executed as of the 28th day of December, 2005, by and between CCIP Indian
Creek Village, L.L.C., a Delaware limited liability company ("Seller") and
Northview Realty Group, Inc., a Canadian corporation ("Purchaser").
R E C I T A L S
WHEREAS, Seller and Purchaser entered into the Contract having an
effective date of November 28, 2005, pursuant to which Seller agreed to sell to
Purchaser and Purchaser agreed to purchase from Seller, property known as the
Indian Creek Village Apartments in Overland Park, Kansas (the "Property"); and
WHEREAS, Purchaser and Seller desire to amend the Contract to extend the
Feasibility Period.
CONTRACT
NOW, THEREFORE, in consideration of the foregoing recitals and other good
and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Seller and Purchaser hereby agree as follows:
1. Paragraph 3.1 is hereby amended by deleting "30 days after the Effective
Date" and inserting in lieu thereof the date of "January 6, 2006".
2. The Contract shall otherwise remain in full force and effect except as
expressly amended hereby.
3. This Amendment may be executed in multiple counterparts, each of which
shall constitute an original, and all of which together shall constitute
but one and the same Contract. Facsimile signatures shall be deemed valid
and binding for all purposes hereunder.
[Rest of page left intentionally blank]
Thus Agreed and Accepted: Thus Agreed and Accepted:
CCIP Indian Creek Village, L.L.C., Northview Realty Group, Inc.,
a Delaware limited liability company a Canadian corporation
By: Consolidated Capital
Institutional Properties, a California
limited partnership,
its sole member
By: ConCap Equities, Inc.,
a Delaware corporation,
its sole general partner
By: /s/ Doug Reim
By: /s/ Brian V. Bornhorst Name: Doug Reim
Name: Brian V. Bornhorst Title: President
Title: Vice President Date: December 28, 2005
Date: December 28, 2005
Exhibit 10.43
SECOND AMENDMENT OF
PURCHASE AND SALE CONTRACT
THIS SECOND AMENDMENT OF PURCHASE AND SALE CONTRACT (this "Amendment") is
entered into effective as of the 6th day of January 2006, by and between CCIP
INDIAN CREEK VILLAGE, L.L.C., a Delaware limited liability company ("Seller"),
and NORTHVIEW REALTY GROUP, INC., a Canadian corporation ("Purchaser").
RECITALS
A. Seller and Purchaser entered into that certain Purchase and Sale Contract
dated as of November 28, 2005, as amended by that certain First Amendment to the
Purchase and Sale Contract dated as of December 28, 2005 (as so amended, the
"Contract"), regarding real property located in Johnson County, Kansas and more
particularly described in the Contract.
B. Seller and Purchaser have agreed to modify the terms of the Contract as set
forth in this Amendment.
C. All capitalized terms not otherwise defined in this Amendment shall have the
meanings ascribed to them in the Contract.
NOW THEREFORE, for valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, and intending to be legally bound,
Seller and Purchaser agree as follows:
AGREEMENTS
1. Purchase Price. Section 2.2 of the Contract is hereby amended by deleting
therefrom "Fifteen Million Six Hundred Seventy Five Thousand and no/100 Dollars
($15,675,000.00)" and inserting in lieu thereof "Fourteen Million Nine Hundred
Thousand and no/100 Dollars ($14,900,000.00)," such that for all purposes under
the Contract the Purchase Price is $14,900,000.00.
2. Expiration of Feasibility Period. Purchaser hereby acknowledges and agrees
that the Feasibility Period has expired and that all contingencies relating to
the Feasibility Period, as more particularly set forth in Section 3.2, have been
waived by Purchaser as of the date of this Amendment. Additionally, Purchaser
hereby acknowledges and agrees that all contingencies relating to Purchaser's
review of the Title Commitment and Survey, as more particularly set forth in
Section 4.3 of the Contract, have been waived by Purchaser as of the date of
this Amendment.
3. Additional Deposit. Section 2.2.2 of the Contract is hereby amended by
deleting therefrom "On the day that the Feasibility Period expires," and
inserting in lieu thereof "January 10, 2006," such that for all purposes under
the Contract Purchaser shall deliver to Escrow Agent the Additional Deposit on
January 10, 2006.
4. Effectiveness of Contract. Except as modified by this Amendment, all the
terms of the Contract shall remain unchanged and in full force and effect.
5. Counterparts. This Amendment may be executed in multiple counterparts, and
all such counterparts together shall be construed as one document.
6. Telecopied Signatures. A counterpart of this Amendment signed by one party to
this Amendment and telecopied to another party to this Amendment or its counsel
(i) shall have the same effect as an original signed counterpart of this
Amendment, and (ii) shall be conclusive proof, admissible in judicial
proceedings, of such party's execution of this Amendment.
[SIGNATURES COMMENCE ON THE FOLLOWING PAGE]
IN WITNESS WHEREOF, Seller and Purchaser have entered into this Amendment
as of the date first above stated.
Seller:
CCIP INDIAN CREEK VILLAGE, L.L.C.,
a Delaware limited liability company
By: Consolidated Capital Institutional
Properties
a California limited partnership,
its sole member
By: ConCap Equities, Inc.,
a Delaware corporation,
its sole general partner
By: /s/ Brian V. Bornhorst
Name: Brian V. Bornhorst
Title: Vice President
Purchaser:
NORTHVIEW REALTY GROUP, INC.,
a Canadian corporation
By: /s/ Doug Reim
Name: Doug Reim
Title: President