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EX-99.1 - Sentio Healthcare Properties Inc | v205723_ex99-1.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
10, 2010
CORNERSTONE
HEALTHCARE PLUS REIT, INC.
(Exact
name of registrant as specified in its charter)
Maryland
|
000-53969
|
20-5721212
|
(State or Other Jurisdiction of Incorporation)
|
(Commission
File Number)
|
(I.R.S.
Employer Identification Number)
|
1920
Main Street, Suite 400
Irvine,
California 92614
(Address
of principal executive offices)
(949)
852-1007
(Registrant’s
telephone number, including area code)
Not
Applicable
(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 obligations of the registrant under any of the following
provisions.
¨ Written communications pursuant to Rule
425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule
14a-12 under the Exchange Act (17 CFR 240.14d-2(b)
¨ Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)
¨ Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)
Item 8.01.
|
Other
Events
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On
December 10, 2010, we, through a wholly-owned subsidiary, became obligated under
a purchase and sale agreement (the “Agreement”) in connection with the
acquisition of Hedgcoxe Health Plaza medical office building (the “Facility”),
from an affiliate of Caddis Partners, LLC, a non-related party, for a purchase
price of approximately $9.0 million. Except with respect to specific
contingencies, we do not have the right to terminate the agreement without the
seller’s consent. We would fund the purchase of the Facility with our
revolving credit facility from KeyBank National Association and with proceeds
from our initial public offering.
The
Facility, a multi-tenant medical office building with seven units, was
constructed in 2009 and is currently leased to six
healthcare providers. The Facility is located in Plano, TX, a suburb 10
miles north of Dallas within close proximity to nine major medical
centers.
In
evaluating this acquisition and determining the appropriate amount of
consideration to be paid for this acquisition, we considered a variety of
factors including overall valuation of targeted net rental income, location,
demographics, existing and planned competitive properties and analyzed how the
property compares to comparable properties in its market.
In
connection with executing the Agreement, we paid a $300,000 deposit to an escrow
account, and under the terms of the Agreement, we are obligated to pay certain
closing costs, including, but not limited to attorney fees, certain title
insurance premiums, survey costs, recording costs and escrow charges. The
deposit became non-refundable upon execution of the Agreement except with
respect to specific contingencies. The acquisition is currently
scheduled to be completed in December 2010. Although most
contingencies have been satisfied and we expect to close in accordance with the
terms of the Agreement, there can be no assurance that remaining contingencies
will be satisfied or that events will not arise that could prevent us from
acquiring the property.
Item 9.01
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Financial Statements and
Exhibits
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(d)
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Exhibits.
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|
99.1
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Press
release dated December 16,
2010
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2
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
CORNERSTONE
HEALTHCARE PLUS REIT, INC.
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||
Dated: December
16, 2010
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By:
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/s/
Sharon C. Kaiser
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Sharon
C. Kaiser,
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||
Chief
Financial Officer
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3