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
April 20, 2001
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Date of Report (Date of earliest event reported)
Common Goal Health Care Pension and Income Fund, L.P. II
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(Exact name of registrant as specified in its charter)
Delaware 0-21604 36-3644837
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
1100 Ocean Shore Blvd., Suite 10, Ormond Beach, Florida 32176
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(Address of principal executive offices) (Zip Code)
(904) 441-6633
(Registrant's telephone number)
Item 5. Other Events.
Common Goal Health Care Pension and Income Fund, L.P. II (the "Partnership")
holds ten mortgage loans, consisting of second and third positions, secured by
properties owned by affiliated entities (the "St. Catherine's Care Centers").
The maturity date of the senior debt secured by the St. Catherine's Care
Centers' properties, as well as the Partnership's mortgage loans, was April 20,
2001. The facilities underlying the Partnership's loans were leased to an
unaffiliated third party in November 1998 (the "Lessee"). The Lessee continues
to lease the facilities. The Lessee did not assume the St. Catherine's Loans.
The St. Catherine's Care Centers are continuing discussions with the senior
lender regarding the refinancing of the senior debt secured by their properties.
If the St. Catherine's Care Centers refinance such senior debt, the Partnership
expects to enter into an agreement with the St. Catherine's Care Centers
providing for the extension of the maturity date of all the Partnership's
outstanding loans to the St. Catherine's Care Centers. The aggregate outstanding
principal amount of the Partnership's loans at April 20, 2001 was $1,250,000.
The extended maturity date would be concurrent with the maturity date of
refinanced senior debt (which is expected to be on or about April 20, 2006).
Under the terms of the Partnership's extension, the interest rate on its loans
would be equal to the interest rate on the senior debt plus, in the case of the
second mortgage loans, 1.5% and, in the case of the third mortgage loans, 2.5%.
The Partnership intends to require the St. Catherine's borrowers to pay
extension fees totaling approximately $10,500. The Partnership anticipates that
such extension fees, as well as accrued late interest, will be paid with a
promissory note that will be payable over the next twelve months.
Although the Managing General Partner expects that the St. Catherine's Care
Centers will be able to refinance the senior debt secured by their properties,
there can be no assurance that such refinancing will occur as anticipated.
Furthermore, in the event that the refinancing of the senior debt is not
completed as anticipated, the holder of the first mortgage could force a sale of
the St. Catherine's Care Centers' properties. Although the Managing General
Partner believes that such properties provide sufficient collateral to support
the Partnership's Mortgage Loans as well as the senior debt and thus expects the
Partnership to collect all principal and accrued interest on such loans, there
can be no assurance that, in the event of a forced sale of the properties, the
Partnership would receive payment of all principal and interest due.
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
COMMON GOAL HEALTH CARE PENSION AND INCOME FUND, L.P. II
By: Common Goal Capital Group, Inc., II
Managing General Partner
By: /s/ ALBERT E. JENKINS, III
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Albert E. Jenkins, III, President (Chief Executive Officer)
Dated: May 3, 2001