Attached files
| file | filename |
|---|---|
| EX-10.5 - Behringer Harvard Short-Term Liquidating Trust | v170087_ex10-5.htm |
| EX-10.3 - Behringer Harvard Short-Term Liquidating Trust | v170087_ex10-3.htm |
| EX-10.2 - Behringer Harvard Short-Term Liquidating Trust | v170087_ex10-2.htm |
| EX-10.1 - Behringer Harvard Short-Term Liquidating Trust | v170087_ex10-1.htm |
| EX-10.4 - Behringer Harvard Short-Term Liquidating Trust | v170087_ex10-4.htm |
UNITED
STATES
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): December 29, 2009 (December 22,
2009)
Behringer
Harvard Short-Term Opportunity
Fund
I LP
(Exact
Name of Registrant as Specified in Its Charter)
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Texas
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000-51291
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71-0897614
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(State or other jurisdiction of incorporation
or organization)
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(Commission File Number)
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(I.R.S. Employer
Identification No.)
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15601
Dallas Parkway, Suite 600, Addison, Texas
75001
(Address
of principal executive offices)
(Zip
Code)
(866)
655-1620
(Registrant’s
telephone number, including area code)
None
(Former
name or former address, if changed since last report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
1.01 Entry
into a Material Definitive Agreement.
The information set forth in Item 2.03
is hereby incorporated by reference.
Item
2.03 Creation
of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet
Arrangement of a Registrant.
On
December 22, 2009, Behringer Harvard Mockingbird Commons, LLC (the “Borrower”),
an entity in which Behringer Harvard Short-Term Opportunity Fund I LP (which may
be referred to herein as the “Registrant,” “we,” “our,” or “us”) has a 70%
direct and indirect ownership interest, entered into the Second Amendment
Agreement (the “Loan Agreement”) with Bank of America, N.A. (the “Lender”),
effective December 21, 2009. The Loan Agreement, among other things,
extends the maturity date of the loan from September 6, 2010 to
December 21, 2012 with options to extend the maturity date for two periods
of twelve months each if certain conditions are met and removes certain
financial covenants which, as previously reported, we were not in compliance
with at September 30, 2009. Payments of interest only are due monthly
with the unpaid principal balance and all accrued but unpaid interest due on
December 21, 2012. Amounts outstanding under the Revolver Agreement
will continue to bear interest at the 30-day London Interbank Offer Rate
(“LIBOR”) plus one and three-fourths percent (1.75%) until September 1, 2010, at
which time the interest rate will increase to LIBOR plus three and one-half
percent (3.5%). The outstanding principal balance of the Loan
Agreement was approximately $41.2 million at December 22, 2009.
The
Registrant has guaranteed payment of the obligation under the Loan Agreement in
the event that, among other things, the Borrower becomes insolvent or enters
into bankruptcy proceedings. Borrowings under the Loan Agreement are
secured by a nine-story boutique hotel with retail space located in Dallas,
Texas (the “Hotel Palomar”). In addition, the Registrant, who is also
guarantor of the Revolver Agreement (as referenced below), has assigned a second
lien position in the 250/290 Carpenter Property (as referenced below) to the
Lender as additional security to the Loan Agreement. The Loan
Agreement and the Deed of Trust, Security Agreement, Fixture Filing and
Financing Statement have been filed as Exhibits 10.1 and 10.2 to this Current
Report on Form 8-K and is incorporated into this Item 2.03 disclosure by
reference.
In
addition, on December 22, 2009, we entered into the Fifth Amendment to the
Credit Agreement (the “Revolver Agreement”) with Bank of America, N.A.,
effective October 30, 2009. As we previously disclosed in a Current
Report on Form 8-K filed with the Securities and Exchange Commission on November
5, 2009, the outstanding principal due under the loan agreement was not paid on
October 30, 2009, the original maturity date, as we were in negotiations to
complete a loan modification. Negotiations with the Lender resulted
in the Revolver Agreement which, among other things, extends the maturity date
of borrowings under the loan agreement from October 30, 2009 to
December 21, 2012 with options to extend the maturity date for two periods
of twelve months each if certain conditions are met and removes certain
financial covenants which, as previously reported, we were not in compliance
with at September 30, 2009 Payments of interest only are due
monthly with the unpaid principal balance and all accrued but unpaid interest
due on December 21, 2012. Amounts outstanding under the Revolver
Agreement will continue to bear interest at LIBOR plus three and one-half
percent (3.5%). The outstanding principal balance under the Revolver
Agreement was $9.7 million at October 30, 2009 and December 22,
2009.
In April
2005, we acquired a three-building office complex containing approximately
539,000 rentable square feet located on approximately 15.3 acres of land in
Irving, Texas, a suburb of Dallas, Texas (the “250/290 Carpenter Property”)
through our direct and indirect partnership interests in Behringer Harvard
250/290 Carpenter LP (the “Carpenter Partnership”). We have
guaranteed payment of the obligation under the Revolver
Agreement. The 250/290 Carpenter Property is subject to a deed of
trust to secure payment under the Revolver Agreement. In addition, as noted above, we
have assigned the Lender a second lien position in the 250/290 Carpenter Property as
additional security for the Loan Agreement. The
Revolver Agreement, the Deed of Trust, Security Agreement, Fixture Filing and
Financing Statement by the Borrower to PRLAP, Inc., as trustee, for the benefit
of the Lender and the Guaranty Agreement have been filed as Exhibits 10.3, 10.4
and 10.5 to this Current Report on Form 8-K and are incorporated into this Item
2.03 disclosure by reference.
Item
9.01 Financial
Statements and Exhibits.
(d)
Exhibits.
The
exhibits filed in response to Item 601 of Regulation S-K are listed on the
Exhibit Index attached hereto.
2
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 hereunto
duly authorized.
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BEHRINGER
HARVARD SHORT-TERM
OPPORTUNITY
FUND I LP
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By:
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Behringer
Harvard Advisors II LP,
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Co-General
Partner
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Dated: December
29, 2009
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By:
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/s/ Gary S. Bresky
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Gary
S. Bresky
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Chief
Financial Officer
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3
EXHIBIT
INDEX
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10.1
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Second
Amendment Agreement by and between Behringer Harvard Mockingbird Commons,
LLC and Bank of America, N.A.
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10.2
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Deed
of Trust, Security Agreement, Fixture Filing and Financing Statement by
Behringer Harvard Mockingbird Commons, LLC in favor of PRLAP for the
benefit of Bank of America, N.A.
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10.3
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Fifth
Amendment to Credit Agreement by and between the Registrant and Bank of
America, N.A.
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10.4
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Deed
of Trust, Assignment of Rents and Leases, Security Agreement, Fixture
Filing and Financing Statement by Behringer Harvard 250/290 Carpenter LP
in favor of PRLAP for the benefit of Bank of America,
N.A.
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10.5
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Guaranty
Agreement by Behringer Harvard 250/290 Carpenter LP and Bank of America,
N.A.
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4