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EX-10.1 - Behringer Harvard Short-Term Liquidating Trust | v207279_ex10-1.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): January 6, 2011 (December 30,
2010)
Behringer
Harvard Short-Term Opportunity
Fund
I LP
(Exact
Name of Registrant as Specified in Its Charter)
Texas
|
000-51291
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71-0897614
|
||
(State
or other jurisdiction of incorporation
or
organization)
|
(Commission
File Number)
|
(I.R.S.
Employer
Identification
No.)
|
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:
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
Item
1.01 Entry
into a Material Definitive Agreement.
The information set forth in Item 2.03
below 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.
As we
have previously reported, on September 30, 2010, Behringer Harvard Mockingbird
Commons LLC (“Mockingbird Borrower”), an entity in which Behringer Harvard
Short-Term Opportunity Fund I LP (which may be refereed to herein as the
“Registrant,” “we.” “our,” or “us”) has a 70% direct and indirect ownership
interest, failed to make a mandatory $3 million principal payment as required
under a promissory note payable to Credit Union Liquidity Services, LLC
(“Lender”), an unaffiliated third party. The Mockingbird Borrower was
permitted to borrow up to $34 million with the Lender (“Loan Agreement”), which
was used to construct luxury high-rise condominiums. Nonpayment of
the mandatory amount due constituted an event of default under the Loan
Agreement. As part of our continuing negotiations with the Lender, on
December 30, 2010, in contemplation of a more comprehensive loan modification,
the Mockingbird Borrower and the Lender entered the Fourth Amendment to Note and
Construction Agreement whereby the due date of the mandatory $3 million
principal payment was changed from September 30, 2010 to January 15,
2011. In connection with the amendment, the borrower was required to
make a mandatory principal payment of $0.1 million. As a result of
the amendment, the borrower is no longer in default under the Loan Agreement,
and a cross-default under certain other loans between the Registrant and the
Lender has been removed. We are in continuing discussions with the
Lender, and we have remained and continue to remain current on interest payments
due under the Loan Agreement. There are no assurances that we will be
successful in our negotiations with the Lender.
The
outstanding principal balance under the Loan Agreement was $25 million at
December 30, 2010, which bears interest at the Prime Rate plus one percent
(1.0%) with a maturity date of October 1, 2011. The Loan
Agreement is secured by the high-rise condominiums and an adjacent 1.5 acre
parcel of raw land, and the Registrant has guaranteed payment of the obligations
under the Loan Agreement in the event that, among other things, the borrowers
become insolvent or enter into bankruptcy proceedings.
The Loan
Agreement has been filed as Exhibit 10.1 to this Current Report on Form 8-K and
is 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.
BEHRINGER
HARVARD SHORT-TERM
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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: January
6, 2011
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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
10.1
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Fourth
Amendment to Loan and Construction Agreement by and between Behringer
Harvard Mockingbird Commons, LLC and Credit Union Liquidity Services,
LLC.
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4