SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
F O R M 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 30, 1998
BOSTON CAPITAL TAX CREDIT FUND IV L.P.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
0-26200 04-3208648
(Commission File Number) (IRS Employer Identification No.)
c/o Boston Capital Partners, Inc.,
One Boston Place, Boston, Massachusetts 02108-4406
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code
(617) 624-8900
None
(Former name or former address, if changed since last report)
Item 5. Other Events
As of April 30, 1998, Boston Capital Tax Credit Fund IV
L.P., a Delaware limited partnership, specifically Series 28
thereof (the "Partnership") entered into various agreements
relating to Fort Bend NHC, L.P., a Virginia limited partnership
(the "Operating Partnership"), including the Amended and
Restated Agreement of Limited Partnership of the Operating
Partnership dated as of April 1, 1998 (the "Operating
Partnership Agreement"), pursuant to which the Partnership
acquired a limited partner interest in the Operating
Partnership. Capitalized terms used and not otherwise defined
herein have their meanings set forth in the Operating
Partnership Agreement, a copy of which is attached hereto as
Exhibit (2)(a).
The Operating Partnership owns a one hundred twelve (112)
unit apartment complex located in the City of Rosenberg, Texas,
which is known as Falcon Pointe Apartments (the "Apartment
Complex"). The Apartment Complex consists of twenty-eight (28)
buildings containing twenty (20) 1-bedroom units, fifty-six
(56) 2-bedroom units and thirty-six (36) 3-bedroom units.
Amenities include a pool, exercise room, clubhouse, playground
and laundry facility. Construction of the Apartment Complex was
completed in November, 1999 and 100% Occupancy was achieved in
November, 1999.
The Operating Partnership received construction financing
in the amount of $3,274,282 (the "Construction Mortgage") from
Tate Terrace Realty Investors, Inc. pursuant to a commitment
letter dated April 28, 1998. The Construction Mortgage carried
interest at a rate equal to the prime rate as published by
Signet Bank of Norfolk, Virginia, plus four per cent (4%) and
had a term of eighteen (18) months. The Construction Mortgage
converted to permanent first mortgage financing in the amount of
$3,274,282 (the "Permanent First Mortgage"). The Permanent
First Mortgage bears interest at a rate of nine and one-half per
cent (9.5%) payable over a thirty (30) -year term based on a
thirty (30) - year amortization schedule.
It is believed that 74.46% of the rental apartment units in
the Apartment Complex will qualify for the low-income housing
tax credit (the "Tax Credits") under Section 42 of the Internal
Revenue Code of 1986, as amended (the "Code"), with the
remaining rental apartment units being market rate units.
The general partners of the Operating Partnership are Fort
Bend National Housing, L.L.C. (49%) and Helfant Realty, Inc.
(51%) (collectively, the "General Partners"). Helfant Realty,
Inc. is the Managing General Partner of the Operating
Partnership. Fort Bend National Housing Association, L.L.C., an
affiliate of National Housing Corporation, has members
consisting of Robert Josephberg (50%), Steven Sandler (25%) and
Arthur Sandler (25%). National Housing Corporation ("NHC") was
organized in 1993 by Robert Joesephberg (50%), Steven Sandler
(25%) and Arthur Sandler (25%) to develop affordable housing.
The Developer of the Apartment Complex is National Housing
Development Corporation, an affiliate of NHC. Similarly, the
Builder of the Apartment Complex is National Housing Building
Corporation, also an affiliate of NHC. Finally, the Management
Agent for the Apartment Complex is National Housing Management
Corporation, an affiliate of NHC. As of September, 1998, NHC
had developed 25 Low Income Housing Tax Credit projects totaling
3,507 units.
The Partnership acquired its interest in the Operating
Partnership directly from the Operating Partnership in
consideration of an agreement to make a Capital Contribution of
$3,940,022 to the Operating Partnership in four (4) installments
as follows:
(1) $100 upon the latest to occur of (A) the
Admission Date, or (B) receipt by BCTC 94 of the Mortgage
Loan Commitment, or (C) receipt by BCTC 94 of the legal
opinion provided for in Section 5.04(a) of the Operating
Partnership Agreement, or (D) the making by BCTC IV to
the Operating Partnership of the BCTC IV Loan (the "First
Installment");
(2) $1,477,459 (plus $41,121, an amount equal to all
interest accrued on the BCTC IV Loan through the date on
which the Second Installment is made) upon the latest to
occur of (A) the Initial Closing, or (B) receipt by BCTC 94
of copies of all required building permits as to the
Apartment Complex and (C) repayment by the Operating
Partnership of $1,477,459 of the principal balance of the
BCTC IV Loan and all interest accrued thereon to date (it
being understood that this principal amount is to be repaid
from the proceeds of the Second Installment (the "Second
Installment");
(3) $1,871,460 (plus $21,345, an amount equal to all
accrued and previously unpaid interest on the BCTC IV Loan)
upon the latest to occur of (A) Substantial Completion, or
(B) receipt by BCTC 94 of a certification by the
Accountants of the construction and development costs of
the Apartment Complex and the Eligible Basis of the
Apartment Complex for purposes of Tax Credits ("Cost
Certification"), or (C) repayment by the Operating
Partnership of the entire outstanding balance of principal
and interest on the BCTC IV Loan (it being understood that
the principal of the BCTC IV Loan is to be repaid by the
Operating Partnership from the proceeds of this Third
Installment), or (D) receipt by BCTC 94 of reports of radon
tests as to the Land which are acceptable to BCTC 94 in the
exercise of its reasonable judgment, or (E) satisfaction of
all of the conditions to payment of the Second Installment
(the "Third Installment"); and
(4) $591,003 upon the latest to occur of (A) the
Initial 100% Occupancy Date, or (B) the occurrence of
Rental Achievement, or (C) the Final Closing, or (D)
receipt by BCTC 94 of the legal opinion provided for in
Section 5.04(b) of the Operating Partnership Agreement, or
(E) achievement of State Designation, or (F) satisfaction
of all conditions to the payment of the First Installment,
the Second Installment, and the Third Installment (the
"Fourth Installment").
The First, Second, and Third Installments have been paid by the
Partnership.
In addition, the Partnership entered into a $2,954,917
bridge loan ("BCTC IV Loan") with the Operating Partnership on
April 1, 1998. The BCTC 94 Loan accrued interest at a
fluctuating per annum rate equal to the sum of the prime rate
from time to time in effect plus one percent (1%), adjusted on
each date that the prime rate changed. The BCTC 94 Loan was
repaid by the Operating Partnership to the Partnership, together
with $62,466 of interest accrued thereon, from the proceeds of
the Second and Third Installments.
The total Capital Contribution of the Partnership to the
Operating Partnership is based on the Operating Partnership
receiving $5,477,730 Tax Credits during the 11-year period
commencing in 1999 of which 99.9% ($5,472,252) will be allocated
to the Partnership as the Investment Limited Partner of the
Operating Partnership.
The Partnership believes that the Apartment Complex is
adequately insured.
Ownership interests in the Operating Partnership are as
follows, subject in each case to certain priority allocations
and distributions as set forth in the Operating Partnership
Agreement:
Profits, Losses
and Tax Credits
from Normal Cash Cash
Operations Transactions Flow
General Partner .1% 80% 90%
Investment
Partnership 99.9% 20% 10%
Special
Limited Partner 0% 0% 0%
The Special Limited Partner of the Operating Partnership is BCTC
94, Inc., an affiliate of the Partnership.
The Partnership used funds obtained from the payments of
the holders of its beneficial assignee certificates to make the
acquisition of its interest in the Operating Partnership.
Boston Capital, or an Affiliate thereof, is receiving
an annual Asset Management Fee (which commenced in 1999) from
the Operating Partnership for services in connection with the
Operating Partnership's accounting matters and the preparation
of tax returns and reports to the Partnership in the annual
amount of $5,000. The Asset Management Fee for each Fiscal Year
will be payable from first available Cash Flow and as provided
in Section 11.01(a) of the Operating Partnership Agreement;
provided, however, that if in any fiscal year, Cash Flow is
insufficient to pay all or any portion of the Asset Management
Fee, the unpaid portion thereof shall accrue and be payable on a
cumulative basis in the first year in which there is sufficient
Cash Flow, or from the proceeds of a Capital Transaction, as
provided in Sections 11.01 and 11.04 of the Operating
Partnership Agreement.
The Operating Partnership will pay the General Partners a
fee (the "Partnership Management Fee") commencing in 2000 for
services under the Partnership Management Services Agreement in
connection with the administration of the day-to-day business of
the Operating Partnership in an annual amount equal to $32,000.
The Partnership Management Fee for each fiscal year of the
Operating Partnership shall be payable solely from the Cash Flow
available for distribution, and in accordance with Section
11.01(a) of the Operating Partnership Agreement.
In consideration of its consultation, advice and other
services rendered under the Amended and Restated Development
Services Agreement in connection with the construction and
development of the Apartment Complex, the Operating Partnership
agreed to pay the Developer a fee (the "Development Fee") in the
principal amount of $840,588. The Development Fee shall be due
and payable $316,408 from the Capital Contributions of the
Partnership, payable upon receipt by the Operating Partnership
of the Fourth Installment, and $524,180 together with interest
thereon at a rate of 5.62% per annum, from and after the
occurrence of Substantial Completion from any funds released
from the Operating Reserve Account pursuant to Section 8.18(b)
of the Operating Partnership Agreement, and from all cash flow
remaining after payment of all current obligations with respect
to the Asset Management Fee and the Incentive Partnership
Management Services Fee, in accordance with Section 8.10 of the
Operating Partnership Agreement. If not sooner paid, the total
amount then outstanding will be payable on December 31, 2008.
Upon any sale of the Apartment Complex, the Operating
Partnership is required to pay a fee (the "Disposition Fee") to
the General Partners in consideration of arranging for and
negotiating such sale. The Disposition Fee is set at an amount
equal to five percent (5%) of the gross proceeds to the
Operating Partnership of such sale of the Apartment Complex and
is payable pursuant to Section 11.04 of the Operating
Partnership Agreement.
The Builder of the Apartment Complex will receive a total
compensation of $5,500,000, which includes Builder's profit of
$279,116 and overhead of $93,039. The Management Agent will
receive a Management Fee equal to 4% of collected rental
receipts.
Item 7. Exhibits.
(c) Exhibits. Page
(1) (a)* Form of Dealer-Manager Agreement between Boston
Capital Services, Inc. and the Registrant (including, as
an exhibit thereto, the form of Soliciting Dealer Agreement)
(2) (a) Fort Bend NHC, L.P. Amended and Restated Agreement of
Limited Partnership
(2) (b) Certification and Agreement
(2) (c) Amended and Restated Development Services Agreement
(2) (d) Partnership Management Services Agreement
(4) (a)** Agreement of Limited Partnership of the Partnership
(16) None
(17) None
(20) None
(23) None
(24) None
(27) None
* Incorporated by reference to Exhibit (1) to Registration Statement
No. 33-70564 on
Form S-11, as filed with the Securities and Exchange Commission.
** Incorporated by reference to Exhibit (4) to Registration Statement
No. 33-70564 on
Form S-11, as filed with the Securities and Exchange Commission.
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 hereto duly authorized.
Dated: September 29, 2000
BOSTON CAPITAL TAX CREDIT FUND IV
L.P.
By: Boston Capital Associates IV
L.P.,
its General Partner
By: C&M Associates, d/b/a
Boston Capital Associates,
Its General Partner
By:/s/ Herbert F. Collins
Herbert F. Collins, Partner