Washington, D.C. 20549





Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934


Date of Report: October 16, 2017

(Date of earliest event reported)



Uniprop Manufactured Housing Communities Income Fund II


(Exact name of registrant as specified in its charter)


Michigan 000-16701 38-2702802
(State or other jurisdiction  (Commission  (IRS Employer
 of incorporation)  File Number) Identification No.)


280 Daines Street, Suite 300, Birmingham, MI 48009              

(Address of principal executive offices) (Zip Code)



Registrant’s telephone number, including area code



(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 (see General Instruction A.2. below):


¨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))


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


Emerging growth company ¨


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨









Uniprop Manufactured Housing Communities Income Fund II (”Fund”) currently owns two manufactured housing communities located in Nevada and Florida.


On July 10, 2017, the Fund entered into a Contract for the Sale of all the Real and Personal Property of Sunshine Village, located in Davie, FL, with a buyer (“Buyer”).


As reported in the Form 8-K dated September 15, 2017, the closing on the sale was to occur by October 20, 2017. However, due to some damage resulting from Hurricane Irma, the closing date has been amended to October 31, 2017. In addition, the purchase price has been amended to $33,000,000. The Amendment to the Contract was unanimously approved by the Board of Directors and the recommendation from the General Partner to amend the Contract was supported by the Consultant for the Fund.


While the Fund’s management believes that the Buyer is financially capable of completing the proposed transaction and intends to consummate the purchase, there can be no assurance that the closing will occur.









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.



Dated: October 16, 2017    
By: Genesis Associates Limited Partnership,    
  General Partner    
By: Uniprop Inc.,    
  its Managing General Partner    
By: /s/ Susann E. Kehrig    
Susann E. Kehrig, Principal Financial Officer