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 13, 2014 (May 7, 2014)
| Behringer Harvard Short-Term Opportunity Liquidating Trust | |||||||||
| (Exact Name of Registrant as Specified in Its Charter) |
| Delaware | 000-51291 | 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:
| ¨ | 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
On May 7, 2014, Behringer Harvard Mockingbird Commons, LLC, a 70% owned subsidiary of Behringer Harvard Short-Term Opportunity Liquidating Trust (which may be referred to as the “Registrant”, “we”, “our”, or “us”), entered into an agreement (the “Agreement”) to sell a 198 room hotel and retail project located in Dallas, Texas (“Hotel Palomar”) to an unaffiliated third party for a contract sales price of $48 million. The buyer made an initial earnest money deposit of $1 million, which is refundable during the inspection period that ends on or about June 27, 2014 at which time an additional deposit of $1 million is due. The Agreement provides the buyer an opportunity to conduct due diligence on Hotel Palomar and provides that the buyer may terminate the Agreement by written notice to us at any time on or before the end of the inspection period.
At the time of this filing, we cannot give any assurances that the closing of this sale is probable.
Statements in this Current Report on Form 8-K, including intentions, beliefs, expectations or projections relating to the potential sale of the property described herein are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are based on current expectations and assumptions with respect to, among other things, future economic, competitive and market conditions and future business decisions that may prove incorrect or inaccurate. Important factors that could cause actual results to differ materially from those in the forward-looking statements include the possibility that the Buyer may determine not to close on the acquisition, and other risks described in the “Risk Factors” section of our public filing including our Annual Report on Form 10-K for the year ended December 31, 2013.
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 thereunto duly authorized.
| Behringer Harvard SHORT-TERM OPPORTUNITY Liquidating Trust | |||
| By: | Behringer Harvard Advisors II LP | ||
| Managing Trustee of Behringer Harvard Short-Term Opportunity Liquidating Trust |
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| Dated: May 13, 2014 | By: | /s/ Gary S. Bresky | |
| Gary S. Bresky | |||
| Chief Financial Officer | |||