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EX-10.43 - EXHIBIT 10.43 - ANGELES PARTNERS XIIap12_ex10z43.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) May 2, 2011

 

ANGELES PARTNERS XII, LP

(Exact name of Registrant as specified in its charter)

 

 

 

 

Delaware

0-13309

95-3903623

(State or other jurisdiction

(Commission

(I.R.S. Employer

of incorporation)

File Number)

Identification Number)

 

 

55 Beattie Place

Post Office Box 1089

Greenville, South Carolina 29602

(Address of principal executive offices)

 

 

(864) 239-1000

(Issuer's telephone number)

 

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 240.14a-12)

 

[ ]   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 1.01   Entry Into a Material Definitive Agreement.

           

Please see the description under Item 2.03 below.

 

Item 2.03   Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.

 

Angeles Partners XII, LP (the “Registrant”), a Delaware limited partnership, owns a 100% interest in Hunters Glen AP XII Limited Partnership (the “Partnership”), a South Carolina limited partnership, which owns Hunters Glen Apartments IV, V and VI (collectively “Hunters Glen”), with a total of 896 apartment units located in Plainsboro, New Jersey.  On May 2, 2011, the Partnership refinanced the mortgage debt encumbering Hunters Glen. The refinancing replaced the existing mortgage loans, which at the time of refinancing had an aggregate principal balance of approximately $68,211,000, with a new mortgage loan in the principal amount of $66,713,000. The new loan bears interest at a rate of 5.47% per annum and requires monthly payments of principal and interest of approximately $378,000 beginning on July 1, 2011, through the June 1, 2021 maturity date.  The new mortgage loan has a balloon payment of approximately $55,145,000 due at maturity. The Partnership may prepay the mortgage at any time with 30 days written notice to the lender, subject to a prepayment penalty.

 

In connection with the refinancing, the Partnership received a loan of approximately $9,397,000 from an affiliate of the Managing General Partner of the Registrant (the “Affiliate Loan”).  The Affiliate Loan proceeds and the proceeds from the new mortgage loan were used to pay in full the existing mortgage loans encumbering Hunters Glen, prepayment penalties of approximately $5,606,000, a deposit into a repair escrow and other loan closing costs.  The Affiliate Loan is unsecured and bears interest at a rate of prime plus 2.00%. 

 

In accordance with the terms of the loan agreement, payment of the loan may be accelerated at the option of the lender if an event of default, as defined in the loan agreement, occurs.  Events of default include nonpayment of monthly principal and interest by the due date and nonpayment of amounts outstanding on or before the maturity date and the occurrence of any breach or default in performance of any of the covenants or agreements made by the Partnership.

 

The foregoing description is qualified in its entirety by the Multifamily Note, a copy of which is filed as an exhibit to this report.

 

Item 9.01   Financial Statements and Exhibits

 

(d) Exhibit

 

10.43       Multifamily Note-CME, dated May 2, 2011, between Hunters Glen AP XII Limited Partnership, a South Carolina limited partnership, and Keycorp Real Estate Capital Markets, Inc., an Ohio corporation.*

 

 

*Schedules and supplemental materials to the exhibit have been omitted

but will be provided to the Securities and Exchange Commission upon

request.

 

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.

 

 

 

 

ANGELES PARTNERS XII, LP

 

 

By:  Angeles Realty Corporation II

Managing General Partner

 

By:  /s/Stephen B. Waters

Stephen B. Waters

Senior Director of Partnership Accounting

 

 

Date:  May 6, 2011