SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) September 17, 1996
BALCOR PENSION INVESTORS-II
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Exact Name of Registrant
Illinois 0-10225
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State or other jurisdiction Commission file number
2355 Waukegan Road
Suite A200
Bannockburn, Illinois 36-3114027
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Address of principal I.R.S. Employer
executive offices Identification
Number
60015
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Zip Code
Registrant's telephone number, including area code:
(847) 267-1600
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
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Hollowbrook Apartments
In 1984, the Partnership funded a $1,601,194 loan evidenced by a promissory
note in the amount of $3,105,000 and collateralized by a wrap-around mortgage
on the Hollowbrook Apartments (formerly known as Curry Ford Apartments),
Orlando, Florida. The Partnership obtained title to the property through
foreclosure in 1991, subject to a first mortgage loan held by an unaffiliated
party. In 1994, the Partnership used $1,105,658 of working capital reserves to
prepay the first mortgage loan.
On September 17, 1996, the Partnership contracted to sell the property for a
sale price of $3,000,000 to an unaffiliated party, Housing Systems,
Incorporated, a Georgia corporation. The purchaser has deposited $50,000 into
an escrow account as earnest money. The remainder of the sale price will be
payable in cash at closing, scheduled for October 31, 1996. From the proceeds
of the sale, the Partnership will pay $120,000 to an unaffiliated party as a
brokerage commission. An affiliate of the third party providing property
management services for the property will receive a fee for services rendered
in connection with the sale of the property of up to $30,000. The Partnership
will receive the remaining proceeds of approximately $2,850,000, less closing
costs. Of such proceeds, $50,000 will be retained by the Partnership and will
not be available for use or distribution by the Partnership until 90 days after
closing. Neither the General Partner nor any affiliate will receive a
brokerage commission in connection with the sale of the property. The General
Partner will be reimbursed by the Partnership for actual expenses incurred in
connection with the sale.
Affiliates of the General Partner have simultaneously contracted to sell 4
other properties to the purchaser.
The closing is subject to the satisfaction of numerous terms and conditions.
There can be no assurance that all of the terms and conditions will be complied
with and, therefore, it is possible the sale of the property may not occur.
ITEM 5. OTHER EVENTS
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a) Parkway Commerce Center
As previously reported, on August 13, 1996, the Partnership contracted to sell
Parkway Commerce Center, Fort Lauderdale, Florida, to an unaffiliated party,
Parkway Commerce Center, Ltd., a Florida limited partnership, for a sale price
of $6,200,000. The Partnership and the purchaser have agreed to reduce the
sale price to $6,050,000. In addition, the purchaser will receive a credit of
$100,000 against the sale price related to capital improvements at the
property. The Partnership and the purchaser have further agreed to extend the
date by which the purchaser is obligated to obtain a financing commitment to
October 18, 1996. The closing of the sale is scheduled to occur 60 days after
the date the financing commitment is obtained. As required under the agreement
of sale, the purchaser has deposited an additional $200,000 into the escrow
account as earnest money for a total of $300,000.
b) Alzina Office Building loan
In 1982, the Partnership funded a $4,415,034 loan evidenced by a promissory
note in the amount of $11,324,000 and collateralized by a wrap-around mortgage
on the Alzina Office Building, Springfield, Illinois. The principal amount of
the loan included the principal amount of an underlying first mortgage loan.
As previously reported, the Partnership contracted to sell the loan to an
unaffiliated party, CS First Boston Mortgage Capital Corp., for a sale price
equal to 107.60% of the outstanding principal balance of the loan less the
outstanding principal balance of the underlying loan as of the closing date.
The sale of the loan closed on August 22, 1996. The final sale price was
$9,128,755. The Partnership additionally received a $25,000 premium from the
purchaser.
From the proceeds of the sale, the Partnership paid closing costs of $50,000
and $289,500 to an unaffiliated party as a commission. The remaining proceeds
were approximately $8,814,000 of which $250,000 will be held in escrow and
distributed to the Partnership on November 22, 1996.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
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(A) FINANCIAL STATEMENTS AND EXHIBITS:
None
(B) PRO FORMA FINANCIAL INFORMATION:
None
(C) EXHIBITS:
(2) (a) Agreement of Sale and attachment thereto relating to the sale
of Hollowbrook Apartments, Orlando, Florida.
(b) First Amendment to Agreement of Sale relating to the sale of
Hollowbrook Apartments, Orlando, Florida.
(99) Second Amendment to Agreement of Sale and Escrow Agreement
relating to the sale of Parkway Commerce Center, Fort
Lauderdale, Florida.
No information is required under Items 1, 3, 4, 6 and 8 and these items
have, therefore, been omitted.
Signature
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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 hereunto duly authorized.
BALCOR PENSION INVESTORS-II
By: Balcor Mortgage Advisors, an Illinois
general partnership, its general partner
By: RGF-Balcor Associates, an Illinois general
partnership, a partner
By: The Balcor Company, a Delaware corporation,
a partner
By: /s/ Jerry M. Ogle
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Jerry M. Ogle, Vice President
and Secretary
Dated: October 2, 1996