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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) October 4, 1995
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BOETTCHER PENSION INVESTORS, LTD.
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(Exact name of Registrant as specified in its charter)
COLORADO 0-13219 84-0948497
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
828 Seventeenth Street Denver, Colorado 80202
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(Address of principal executive office) (Zip code)
Registrant's telephone number, including area code (312) 574-6000
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N/A
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(Former name or former address, if changed since last report)
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Item 2. Acquisition or Disposition of Assets
On October 4, 1995, Boettcher Pension Investors, Ltd. (the "Partnership") sold
the land, related improvements and personal property of the retail center known
as Clackamas Corner ("Clackamas") located at the northeast corner of the
Clackamas Town Center in unincorporated Clackamas County, Oregon. The
purchaser, Stephen M. Berrey, is not affiliated with the Partnership, its
Managing General Partner or any affiliate, director, officer or associate of
the foregoing, and the sales price was determined by arm's length negotiations.
Clackamas consists of a one-building shopping center containing approximately
26,500 square feet of net rentable area on approximately 2.19 acres of land.
At the time of sale, Clackamas was approximately 70% leased and occupied.
The net proceeds to the Partnership before proration of operating income and
expenses related to the property were as follows:
Sales price $ 2,450,000
Less Costs of Sale-
Sales Commissions (98,000)
Estimated title, legal fees, and other (73,051)
Security Deposit Liability (6,199)
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Net Proceeds
$ 2,272,750
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The net proceeds will be distributed to limited partners as follows:
Net Proceeds from Sale $ 2,272,750
Distribution to Limited Partners ($212/unit) $(2,272,004)
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Addition to Partnership cash reserves $ 746
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Item 7. Financial Statements and Exhibits
(a) Financial Statements--Not applicable.
(b) Pro Forma financial information--See pages 4 through 7 filed as part of
this report.
(c) Exhibits
10.20 Purchase and Sale Agreement for the sale of Clackamas Corner.
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BOETTCHER PENSION INVESTORS, LTD.
(A Limited Partnership)
Pro Forma Balance Sheet
July 31, 1995
(Unaudited)
PRO FORMA ADJUSTMENTS
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HISTORICAL SALE OF PRO FORMA
JULY 31, 1995 CLACKAMAS JULY 31, 1995
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ASSETS
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Real estate investments, at gross cost
Properties held for sale $10,808,163 $(2,226,949) 8,581,214
Less allowance for loss (1,086,827) 0 (1,086,827)
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9,721,336 (2,226,949) 7,494,387
Less accumulated depreciation (1,183,871) 693,756 (490,115)
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8,537,465 (1,533,193) 7,004,272
Cash and cash equivalents, at cost
which approximates market value 655,817 (36,836) 618,982
Accounts receivable, and other assets 131,502 (29,774) 101,728
Deferred leasing costs, net 111,840 (36,100) 75,740
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Total Assets $ 9,436,624 $(1,635,902) $7,800,722
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LIABILITIES AND PARTNERS' CAPITAL
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Mortgage payable $ 5,858,530 5,858,530
Payable to managing general partner 44,905 44,905
Property taxes payable 56,007 (2,797) 53,210
Accrued interest payable 46,380 46,380
Accounts payable 15,142 (2,027) 13,115
Other Liabilities 58,534 (15,488) 43,046
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Total Liabilities 6,079,498 (20,312) 6,059,186
Partners' capital (deficit)
General partners (42,502) - (42,502)
Limited partners 3,399,628 (1,615,590) 1,784,038
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Total Partners' Capital (Deficit) 3,357,126 (1,615,590) 1,741,536
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Total Liabilities & Partners' Equity $ 9,436,624 $(1,635,902) $7,800,722
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See accompanying notes to financial statements.
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BOETTCHER PENSION INVESTORS LTD.
(A Limited Partnership)
Pro Forma Statement of Operations
For the nine Months Ended July 31, 1995
(Unaudited)
PRO FORMA ADJUSTMENTS
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HISTORICAL PRO FORMA
NINE MONTHS ENDED SALE OF NINE MONTHS ENDED
JULY 31, 1995 CLACKAMAS JULY 31, 1995
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REVENUE:
Rental income $943,464 $(203,496) $739,968
Tenant reimbursements for common
area charges, insurance and taxes 183,001 (61,823) 121,178
Interest income 13,619 (665) 12,954
Other income 13,723 (1,386) 12,337
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1,153,807 (267,370) 886,437
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EXPENSES:
Interest, including amortization of debt
discount and debt issuance costs 419,097 0 419,097
Depreciation & Amortization 210,039 (71,899) 138,140
Property taxes 93,589 (25,176) 68,413
Fees and reimbursements to managing
general partner 22,467 0 22,467
Other management fees 46,976 (8,072) 38,904
Repairs and maintenance 70,273 (14,059) 56,214
Utilities 33,305 (5,683) 27,622
Other administrative 58,670 (4,743) 53,927
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954,416 (129,632) 824,784
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Net Earnings (Loss) $199,391 $(137,738) $61,653
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Net earnings (loss) per limited partnership unit
using the weighted average number of
limited partnership units outstanding
of 10,717: $ 18.60 $(12.85) $ 5.75
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See accompanying notes to financial statements.
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BOETTCHER PENSION INVESTORS LTD.
(A Limited Partnership)
Pro Forma Statement of Operations
For the Year Ended October 31, 1994
(Unaudited)
PRO FORMA ADJUSTMENTS
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HISTORICAL PRO FORMA
YEAR ENDED SALE OF YEAR ENDED
REVENUE: OCTOBER 31, 1994 CLACKAMAS OCTOBER 31, 1994
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Rental income $1,269,888 $(281,013) $988,875
Tenant reimbursements for common
area charges, insurance and taxes 262,563 (83,342) 179,221
Interest income 20,665 (844) 19,821
Other income 27,898 (1,056) 26,842
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1,581,014 (366,255) 1,214,759
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EXPENSES:
Interest, including amortization of debt
discount and debt issuance costs 564,370 0 564,370
Depreciation & Amortization 275,127 (97,023) 178,104
Property taxes 129,229 (37,701) 91,528
Fees and reimbursements to managing
general partner 31,724 0 31,724
Other management fees 63,005 (10,830) 52,175
Repairs and maintenance 92,584 (15,280) 77,304
Utilities 40,289 (5,962) 34,327
Other administrative 77,425 (5,419) 72,006
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1,273,753 (172,215) 1,101,538
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Net Earnings (Loss) $307,261 $(194,040) $113,221
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Net earnings (loss) per limited partnership unit
using the weighted average number of limited
partnership units outstanding of 10,717: $28.67 $(18.11) $10.56
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See accompanying notes to financial statements.
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BOETTCHER PENSION INVESTORS LTD.
(A Limited Partnership)
NOTES TO UNAUDITED PRO FORMA FINANCIAL INFORMATION
Note 1 - Basis of Presentation
The Pro Forma Balance Sheet at July 31, 1995 is based on the
historical Balance Sheet for the Partnership presented on Form 10-Q
at July 31, 1995. In general, the Pro Forma adjustments represent
the elimination of all liabilities related to Clackamas, and the net
effect of the sale transaction and resulting cash distribution on the
limited partners' capital account which is as follows:
Distribution to limited partners $(2,272,004)
Estimated gain on sale 656,414
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Net decrease in limited partners' capital $(1,615,590)
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The Pro Forma Satatements of Operations for the nine months ended July 31, 1995
and for the year ended October 31, 1994 are based on the historical Statements
of Operations for the Partnership presented on Form 10-Q and 10-K for the nine
months ended July 31, 1995 and the year ended October 31, 1994, respectively.
In general, the Pro Forma adjustments represent the elimination of Clackamas'
historical operations for the nine months ended July 31, 1995 and for the year
ended October 31, 1994.
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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.
BOETTCHER PENSION INVESTORS LTD.
By: Boettcher Properties, Ltd.
General Partner
By: BPL Holdings, Inc.
General Partner
Dated: October 19, 1995 By: /s/ Thomas M. Mansheim
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Treasurer; Principal Financial
and Accounting Officer of the
Partnership
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