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): October 14, 2010 (October 8,
2010)
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Behringer
Harvard Short-Term Opportunity
Fund
I LP
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(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
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(Address
of principal executive offices)
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(Zip
Code)
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(866)
655-1620
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(Registrant’s
telephone number, including area code)
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None
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(Former
name or former address, if changed since last
report)
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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)
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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
2.04 Triggering
Events That Accelerate or Increase a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement.
On
October 4, 2005, Behringer Harvard Mockingbird Commons LLC (“Mockingbird
Borrower”), an entity in which the Registrant has a 70% direct and indirect
ownership interest, entered into a promissory note payable to Credit Union
Liquidity Services, LLC, f/k/a Texans Commercial Capital, LLC (“Lender”), an
unaffiliated third party, whereby the Mockingbird Borrower was permitted to
borrow up to $34 million (“Mockingbird Loan Agreement”). Proceeds
from the loan were used to construct luxury high-rise
condominiums. Amounts outstanding under the Mockingbird Loan
Agreement bear interest at the Prime Rate plus one percent (1.0%) with a
maturity date of October 1, 2011. The outstanding principal balance
under the Mockingbird Loan Agreement was $25 million at September 30,
2010.
The
Mockingbird Borrower failed to make a mandatory $3 million principal payment on
or before September 30, 2010, as required under the loan
agreement. Nonpayment of the mandatory amount due constitutes an
event of default under the Mockingbird Loan Agreement. As a result,
past due amounts under the loan agreement may bear interest up to maximum
amounts under applicable law. The Lender notified the borrower of the
default on October 8, 2010 and demanded payment of all amounts currently payable
and due no later than October 18, 2010. If payment of the amounts
currently outstanding and due is not made by October 18, 2010, the entire
outstanding principal amount and all accrued interest thereon under the
Mockingbird Loan Agreement will be due and payable immediately.
On
September 25, 2008, Behringer Harvard Mountain Village, LLC (“Cassidy Ridge
Borrower”), a wholly-owned subsidiary of the Registrant, entered into a
promissory note payable to the Lender, whereby the Cassidy Ridge Borrower was
permitted to borrow a total principal amount of $27.65 million (“Cassidy Ridge
Loan Agreement”). Proceeds from the Cassidy Ridge Loan Agreement are
being used to construct 23 luxury condominiums on a 1.56 acre site in Telluride,
Colorado (“Cassidy Ridge”). The Registrant has assigned a second lien
position on Cassidy Ridge to the Lender in the amount of $12.6 million as
additional security to the Mockingbird Loan Agreement. The maturity
date of the Cassidy Ridge Loan Agreement is October 1, 2011 and the current
interest rate is a fixed rate of 6.5% with interest being calculated on the
unpaid principal. The outstanding principal balance under the Cassidy
Ridge Loan Agreement was approximately $22.8 million at September 30,
2010. The default under the Mockingbird Loan Agreement created a
cross-default under the Cassidy Ridge Loan Agreement and as a result, amounts
outstanding under the loan agreement may bear interest up to the maximum amounts
under applicable law.
2
The
properties are subject to a deed of trust to secure payment under the loan
agreements. The Registrant has guaranteed payment of the obligations
under the Mockingbird Loan Agreement and the Cassidy Ridge Loan Agreement in the
event that, among other things, the borrowers become insolvent or enter into
bankruptcy proceedings.
We are
currently in negotiations with the Lender to waive the events of default or
amend the loan agreements, among other modifications. We have
remained and continue to remain current on interest payments due under each loan
agreement. There are no assurances that we will be successful in our
negotiations to waive the events of default or modify the loan agreements with
the Lender. In the event that the Lender demanded immediate payment
of the entire loan balances, we would have to consider all available
alternatives, as the loans are on a recourse basis to us, including transferring
legal possession of the property to the Lender.
Item
7.01 Regulation
FD Disclosure.
As we
have previously disclosed, we have not made the required mortgage payments on
our wholly owned shopping/service center in Dallas, Texas (“Plaza Skillman”),
which constitutes an event of default under the debt agreement with respect to
the property. In addition, the loan was recently sold to a
new lender, IPTV-B-L5-103, LLC (the “Skillman Lender”). The current
principal balance of the loan as of September 30, 2010 was approximately $9.4
million. We have been in negotiations with the Skillman Lender, and,
as part of those negotiations, on Monday, October 11, 2010, Gary W. Stevens, an
unaffiliated third party, was appointed as the receiver for Plaza Skillman
pursuant to a mutually agreed order in connection with a lawsuit filed by the
Skillman Lender in Dallas County District Court (Case No.
10-11580). While we continue to own the property, the receiver is
empowered under the agreed order, among other things, to take possession of and
operate the Skillman Property.
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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
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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: October
14, 2010
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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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