FORM 8-K
TABLE OF CONTENTS
ITEM 2
ACQUISITION OR DISPOSITION OF ASSETS
HISTORICAL SUMMARY OF GROSS REVENUES AND CERTAIN DIRECT OPERATING
EXPENSES
ITEM 5
OTHER EVENTS
SELLERS CLOSING STATEMENT
SIGNATURES
ITEM 2 - FORM 8-K
ACQUISITION OR DISPOSITION OF ASSETS
SALE OF HERITAGE SQUARE
The partnership sold Heritage Square, the 26,660 sq. ft. mixed use commercial
center on Marco Island to Heritage Square Real Estate, L.L.C. The sale closed on
January 16, 1996 at a price of $1,950,000. This property was purchased by the
partnership in March 1988 at a price of $1,600,000.
Closing costs totaled $97,690 which included a selling commission of $83,500
paid to an independent third party. A copy of the Seller Closing Statement is
attached.
From the closing proceeds, the partnership paid in full a loan from NationsBank
with an approximate principal balance of $594,000 plus accrued interest. That
loan was secured by a second mortgage on three properties known as Heritage
Square, Broadway Medical Center and Town Center. The partnership also intends to
use additional closing proceeds in the approximate amount of $1,200,000 to make
a prepayment against additional partnership debt which matures later in 1996.
Pursuant to the information required by Article II of regulation S-X, if the
partnership had disposed of Heritage Square Shopping Center at September 30,
1995, the effect on the unaudited financial statements would have been a
decrease in net asset value of $1,524,000, a decrease in debt by $1,798,000 and
a decrease in other liabilities of $26,000 and a higher net worth of
approximately $300,000.
The effect on the unaudited income statement for the nine months ended September
30, 1995, had the shopping been disposed of as of January 1, 1995, would have
been to decrease revenue by $213,102, property operating expenses would have
decreased $76,098, interest expense would have decreased $40,077, and
depreciation and amortization would have decreased $50,532.
Included in this report is the historical summary of gross revenues and certain
direct operating expenses for the twelve months ended December 31, 1995 and
December 31, 1994 and 1993.
Page 2
HERITAGE SQUARE SHOPPING CENTER
HISTORICAL SUMMARY OF GROSS REVENUES AND
CERTAIN DIRECT OPERATING EXPENSES
JAN 1, 1995
THRU
DEC 31, 1995 DEC 31, 1994 DEC 31, 1993
GROSS REVENUES
Rental Income
and other $ 278,973 $ 281,754 $ 322,798
Total Revenue 278,973 281,754 322,798
CERTAIN DIRECT
OPERATING EXPENSES
Real Estate Taxes 20,807 21,684 21,644
Grounds Maintenance 5,350 7,403 4,721
Management Fee 16,942 16,952 17,392
Utilities 12,408 10,247 14,898
Insurance 8,572 7,711 7,145
Bad Debts 0 20,764 19,000
Building Maintenance 2,219 6,754 3,495
Other Expenses 36,157 37,260 24,953
TOTAL CERTAIN DIRECT
OPERATING EXPENSES 102,455 128,775 113,248
EXCESS OF GROSS REVENUES
OVER CERTAIN DIRECT
OPERATING EXPENSES $ 176,518 $ 152,979 $ 209,550
Page 3
ITEM 5 - FORM 8-K
OTHER EVENTS
OTHER PURCHASE CONTRACTS
The partnership has also entered into separate contracts to sell two other
properties.
Actual terms of these contracts can not be disclosed at this time since this
information might be used by other potential property purchasers to the
deteriment of the partnership in the event that these transactions do not close.
A contract exists to sell Town Center, the partnership's largest asset, a
101,664 sq. ft. specialty shopping center located on Marco Island. All contract
contingencies have been met by the partnership and a $100,000 non-refundable
deposit has been paid directly to the partnership for future credit to the
purchase price upon closing. Said deposit will be retained by the partnership if
the transaction does not close.
The sale is scheduled to close no later than May 15, 1996.
A contract also exists to sell Pinebrook Commons, a 33,341 sq. ft. shopping
center located in Bradenton, Florida. This contract contains a contingency
regarding the purchaser's ability to assume the first mortgage loan with
Allstate Insurance Company. The terms of that assumption are currently being
negotiated and the assumption has not been approved or declined as yet.
If the financing assumption is approved, this sale is expected to close in the
first quarter, 1996.
Page 4
SELLER CLOSING STATEMENT
Seller: Florida Income Fund II, Limited Partnership
Buyer: Heritage Square Real Estate, L.L.C.
Property: Lots 11, 12 & 13, Block 778, of Replat of a portion of
MBU 4
Date of Closing: January 16, 1996. Tax proration based on 1995
taxes of $21,868.40 (15 days at 59.9134 per day)
SELLER CREDITS
Selling Price: $1,950,000.00
BUYER CREDITS:
County Real Estate Taxes (898.70)
Security Deposit (See Attached Schedule A) (26,003.54)
1/2 January Rents (See Attached Schedule B) (13,742.45)
Resort Activities February Rent (1,148.33)
Due from Buyer $1,908,206.98
SELLER EXPENSES
Abstract or title charges (125.00)
Buyer Finder's Fee (83,500.00)
Document Preparation Fee (475.00)
Disbursements (65.00)
Mortgage Payoff Fee (75.00)
Mortgage Payoff Amount (596,670.00)
Doc Stamps on Deed (13,650.00)
Resort Activities Escrow (4,000.00)
NET CASH DUE SELLER $1,209,646.98
Florida Income Fund II, Limited Partnership accept the closing statement,
certify it correct and authorize disbursement in accordance therewith.
Florida Income Fund II, Limited Partnership
By: Mariner Capital Management, Inc.
General Partner
LAWRENCE A. RAIMONDI, PRESIDENT
(SIGNATURE)
Page 5
SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) 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.
FLORIDA INCOME FUND II, LIMITED PARTNERSHIP
(REGISTRANT)
JANUARY 16, 1996
LAWRENCE A. RAIMONDI
PRESIDENT AND DIRECTOR, AND CEO
MARINER CAPITAL MANAGEMENT, INC.
(PRINCIPAL EXECUTIVE OFFICER)
(SIGNATURE)
JANUARY 16, 1996
MICHAEL J. SCULLION
SECRETARY/TREASURER
MARINER CAPITAL MANAGEMENT, INC.
(PRINCIPAL FINANCIAL AND ACCOUNTING OFFICER)
(SIGNATURE)