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 30, 1998
Krupp Cash Plus Limited Partnership
Massachusetts 0-14393
04-2865878
(State or other jurisdiction of
(Commission (IRS employer
incorporation or organization) file
number) identification no.)
470 Atlantic Avenue, Boston, Massachusetts
02210
(Address of principal executive offices)
(Zip Code)
(617) 423-2233
(Registrant's telephone number, including
area code)
Item 2. Acquisition or Disposition of Assets
Disposition of Properties
On December 2, 1997, Berkshire Realty
Enterprise Limited Partnership, an
affiliate of the General Partners, as
agent for Krupp Cash Plus Limited
Partnership (the "Partnership")
entered into an Agreement of Sale to
sell all of the Partnership's
properties to Kejack, Inc. and its
permitted assigns, which are
unaffiliated third parties. Luria's
Plaza, a shopping center containing
156,452 leasable square feet located
in Vero Beach, Florida, Tradewinds
Shopping Center, a shopping center
containing 215,898 leasable square
feet located in Hanover Park,
Illinois and High Point Furniture
Mart, a furniture wholesale center
containing 242,722 leasable square
feet located in High Point, North
Carolina, were included in a package
with eleven other properties owned by
affiliates of the General Partners.
The total selling price of the
fourteen properties was $138,000,000,
of which the Partnership received
$31,247,100 for the sale of its
properties, less its share of the
closing costs. The transaction was
consummated on January 30, 1998.
The sale is considered a Terminating
Capital Transaction as defined by the
Partnership Agreement. Accordingly,
the General Partners expect to
liquidate and distribute the
remaining assets of the Partnership
in 1998.
Item 7. Financial Statements, Proforma
Financial Information and Exhibits
(a) Financial Statements of Business
Acquired
Response: Not applicable
(b) Pro Forma Financial Information
On January 30, 1998, Krupp Cash Plus
Limited Partnership (the
"Partnership") sold all of its
properties to Kejack, Inc. and its
permitted assigns, which are
unaffiliated third parties. The
properties were included in a package
with eleven other properties owned by
affiliates of the General Partners.
The total selling price of the
fourteen properties was $138,000,000,
of which the Partnership received
$31,247,100.
The Partnership has presented in this Form 8-
K, a Pro Forma Balance Sheet at September 30,
1997 and Pro Forma Statements of Operations
for the nine months ended September 30, 1997
and for the year ended December 31, 1996. See
Note 1 to the Pro Forma Financial Statements
for further discussion of this matter.
KRUPP CASH PLUS LIMITED PARTNERSHIP
PRO FORMA BALANCE SHEET
September 30, 1997
(unaudited)
ASSETS
Actual at Pro Forma
September 30, Pro Forma September 30,
1997 Adjustments 1997
(Note 1) (Note 1) (Note 1)
Real estate assets:
Retail centers, less accumulated
depreciation of $18,870,541$ 28,112,152 $ (28,112,152)$ -
Mortgage-backed securities ("MBS"),
net of accumulated amortization 3,869,280 - 3,869,280
Total real estate assets 31,981,432 (28,112,152) 3,869,280
Cash and cash equivalents 4,884,237 (36,479) 4,847,758
Other assets 732,095 (594,430) 137,665
Total assets $ 37,597,764$ (28,743,061)$8,854,703
LIABILITIES AND PARTNERS' EQUITY
Liabilities:
Accounts payable $ 6,622 (6,622) $ -
Accrued expenses and other
liabilities 1,427,586 (1,397,705) 29,881
Total liabilities 1,434,208 (1,404,327) 29,881
Partners' equity 36,163,556 (27,338,734) 8,824,822
Total liabilities and
Partners' equity $ 37,597,764$ (28,743,061)$ 8,854,703
See accompanying note to
pro forma financial statements.
KRUPP CASH PLUS LIMITED PARTNERSHIP
PRO FORMA STATEMENT OF OPERATIONS
For the Nine Months Ended September 30, 1997
(unaudited)
As Reported
for the Nine
Months Ended Pro Forma for the
September 30, Pro FormaNine
Months Ended
1997 Adjustments September 30, 1997
(Note 1) (Note 1) Note 1)
Revenue:
Rental $ 4,250,279 $ (4,250,279)$ -
Interest income - MBS 260,807 - 260,807
Interest income - other 202,068 - 202,068
Total revenue 4,713,154 (4,250,279) 462,875
Expenses:
Operating 841,432 (719,229) 122,203
Maintenance 219,405 (219,405) -
General and administrative 273,217 - 273,217
Real estate taxes 808,694 (808,694) -
Management fees 216,188 (216,188) -
Depreciation 1,527,788 (1,527,788) -
Total expenses 3,886,724 (3,491,304) 395,420
Net income $ 826,430$ (758,975) $ 67,455
See accompanying note to
pro forma financial statements.
KRUPP CASH PLUS LIMITED PARTNERSHIP
PRO FORMA STATEMENT OF OPERATIONS
For the Year Ended December 31, 1996
(unaudited)
As Reported for Pro Forma for
the Year Ended Pro Forma the Year Ended
December 31, 1996 Adjustments
December 31, 1996
(Note 1) (Note 1) (Note 1)
Revenue:
Rental $ 5,726,216 $ (5,726,216)$ -
Interest income - MBS 396,716 - 396,716
Interest income - other 210,653 - 210,653
Total revenue 6,333,585(5,726,216) 607,369
Expenses:
Operating 1,124,883 (933,542) 191,341
Maintenance 325,491 (325,491) -
General and
administrative 252,748 - 252,748
Real estate taxes 931,586 (931,586) -
Management fees 285,203 (285,203) -
Depreciation 2,044,485 (2,044,485) -
Total expenses 4,964,396 (4,520,307) 444,089
Net income $ 1,369,189 $ (1,205,909)$ 163,280
See accompanying note to
pro forma financial statements.
KRUPP CASH PLUS LIMITED PARTNERSHIP
NOTE TO PRO FORMA FINANCIAL STATEMENTS
(1)Basis of Presentation
The Pro Forma Balance Sheet at September 30,
1997 is based on the historical Balance Sheet
of the Partnership as reported on Form 10-Q
for the quarter ended September 30, 1997. The
Pro Forma adjustment represents an adjustment
to the Partnership's financial statements to
show the effect of the sale. The Pro Forma
Balance Sheet at September 30, 1997 reflects
the balance sheet as if the sale had occurred
prior to September 30, 1997.
The Pro Forma Statement of Operations for the
nine months ended September 30, 1997 is based
on the historical Statement of Operations of
the Partnership as reported on Form 10-Q for
the nine months ended September 30, 1997. The
Pro Forma Statement of Operations for the year
ended December 31, 1996 is based on the
historical Statement of Operations for the
Partnership as presented in the annual report
on Form 10-K for the year ended December 31,
1996. The Pro Forma adjustments represent the
Partnership's properties' net income for the
respective period presented. The Pro Forma
Statements of Operations for the nine months
ended September 30, 1997 and for the year
ended December 31, 1996 reflect the results of
operations of the Partnership as if the
Partnership had sold its properties prior to
January 1, 1996. The Pro Forma Statements of
Operations do not reflect any gain or loss
which may be recognized by the Partnership as
a result of the sale.
(c)Exhibits
1. Agreement of Sale dated December 2,
1997 between Berkshire Realty Enterprise
Limited Partnership, agent for Krupp Cash Plus
Limited Partnership, and Kejack, Inc. and its
permitted assigns [Exhibit 1 to Registrant's
Report on Form 8-K dated February 2, 1998
(File No. 0-14393)].*
2. First Amendment to Agreement of Sale
dated December 12, 1997 between Berkshire
Realty Enterprise Limited Partnership, agent
for Krupp Cash Plus Limited Partnership, and
Kejack, Inc. and its permitted assigns
[Exhibit 2 to Registrant's Report on Form 8-K
dated February 2, 1998 (File No. 0-14393)].*
3. Second Amendment to Agreement of Sale dated
December 14, 1997 between Berkshire Realty
Enterprise Limited Partnership, agent for
Krupp Cash Plus Limited Partnership, and
Kejack, Inc. and its permitted assigns
[Exhibit 3 to Registrant's Report on Form 8-K
dated February 2, 1998 (File No. 0-14393)].*
4. Side letter dated December 17, 1997 from
William S. Gee on behalf of Kejack, Inc.
and its permitted assigns to Eli Rubenstein,
Esq. on behalf of Berkshire Realty Enterprise
Limited Partnership, agent for Krupp Cash Plus
Limited Partnership [Exhibit 4 to Registrant's
Report on Form 8-K dated February 2, 1998
(File No. 0-14393)].*
5. Side letter dated January 6, 1998 from
William S. Gee on behalf of Kejack, Inc.
and its permitted assigns to Eli Rubenstein,
Esq. on behalf of Berkshire Realty Enterprise
Limited Partnership, agent for Krupp Cash Plus
Limited Partnership [Exhibit 5 to Registrant's
Report on Form 8-K dated February 2, 1998
(File No. 0-14393)].*
* Incorporated by reference
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, thereunto duly authorized.
Krupp Cash Plus Limited Partnership
(Registrant)
BY: /s/Wayne H. Zarozny
Wayne H. Zarozny
Treasurer and Chief Accounting
Officer of the Krupp Corporation,
a General Partner.
DATE: March 31, 1998