8-K 1 fund4_8k111401.txt KRUPP REALTY LP - IV 8-K NOVEMBER 14, 2001 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) November 14, 2001 ------------------------------- Krupp Realty Limited Partnership - IV -------------------------------------------------------------------------------- Massachusetts 0-11987 04-2772783 -------------------------------------------------------------------------------- (State or other jurisdiction of (Commission (IRS employer incorporation or organization) file number) identification no.) One Beacon Street, Boston, Massachusetts 02108 -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (617) 523-7722 -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) Item 2. Acquisition or Disposition of Assets Disposition of Walden Pond Apartments On November 12, 2001, Krupp Realty Limited Partnership - IV (the "Partnership") entered into a Purchase and Sale Agreement (the "Purchase Agreement") to sell its interest in Walden Pond Apartments, a 416-unit multi-family apartment community located in Houston, Texas, to Walden Pond Limited Partnership, an affiliate of the general partner. As required by the Partnership's partnership agreement, the Purchase Agreement and the sale subject to the Purchase Agreement was approved by the affirmative vote of a majority of the unitholders of the Partnership at a special meeting of such unitholders held on November 12, 2001. The sale transaction was consummated on November 14, 2001, pursuant to which the Partnership received consideration of $12,800,000, less repayment of the existing mortgage note and closing costs. 2 Item 7. Financial Statements, Pro forma Financial Information and Exhibits The following documents are filed as part of this Form 8-K. (a) Financial Statements of Business Acquired Not applicable (b) Pro Forma Financial Information See "Pro Forma Financial Statements" attached to this Form 8-K. (c) Exhibits Exhibit 2.1 Purchase and Sale Agreement dated November 12, 2001 by and between Krupp Realty Limited Partnership - IV and Walden Pond Limited Partnership 3 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. Krupp Realty Limited Partnership - IV ------------------------------------------ (Registrant) By: /s/ David C. Quade -------------------------------------- David C. Quade Treasurer and Chief Accounting Officer of the Krupp Corporation, a General Partner November 29, 2001 4 PRO FORMA FINANCIAL INFORMATION On November 14, 2001, Krupp Realty Limited Partnership-IV (the "Partnership") sold its entire interest in Walden Pond Apartments to Walden Pond Limited Partnership, an affiliate of the general partner, for consideration of $12,800,000. The Partnership has presented in this Form 8-K, a Pro Forma Consolidated Balance Sheet at December 31, 2000 and Pro Forma Consolidated Statements of Operations for the nine months ended September 30, 2001 and the year ended December 31, 2000 to give effect to the sale. See Note 1 to the Pro Forma Consolidated Financial Statements for further discussion of this matter. In management's opinion, all adjustments necessary to reflect the above discussed transactions have been made. The unaudited Pro Forma Consolidated Balance Sheet and Statements of Operations are not necessarily indicative of what actual results of operations of the Partnership would have been for the periods, nor does it purport to represent the Partnership's results of operations for future periods. 5 KRUPP REALTY LIMITED PARTNERSHIP - IV AND SUBSIDIARIES PRO FORMA CONSOLIDATED BALANCE SHEET September 30, 2001 (Unaudited) ASSETS

As Reported On Form 10-Q ~~Fenland~~at ~~Field~~Walden atPond Pro Forma September 30, Pro Forma ~~June~~September 30, 2001 Adjustments ~~June 30,~~ 2001 (Note 1) (Note 1) (Note 1) ------------- ------------- ------------- Multi-family apartment communities, ~~net~~held offor ~~accumulated~~sale ~~depreciation~~ $ 97,~~536~~067,~~020~~296 $ (23,~~262~~877,~~689~~593) $ 73,~~273~~189,~~331~~703 Cash and cash equivalents 13,~~003~~241,~~837~~820 ~~(35~~6,~~555)~~882,191 ~~968~~10,~~282~~124,011 Real estate tax escrows ~~540~~542,~~702~~696 (~~186~~248,~~232~~682) ~~354~~294,~~470~~014 Prepaid expenses and other assets ~~136~~252,~~110~~886 (8836,~~455~~098) 47216,~~655~~788 Investment in securities 95,516 -(51,873) 9543,~~516~~643 Deferred expense, net of accumulated amortization 2218,~~938~~950 (316,~~235~~009) 192,~~703~~941 ------------- ------------- ------------- Total assets $ 11,~~335~~219,~~123~~164 $ (2,~~576~~651,~~166)~~936 $ 813,~~758~~871,~~957~~100 ============= ============= ============= LIABILITIES AND PARTNERS' (DEFICIT) EQUITY Liabilities: Mortgage notes payable $ 1612,~~048~~367,~~491~~069 $ (35,~~638~~827,~~185~~327) $ 126,~~410~~539,~~306~~742 Due to affiliates 3888,~~789~~065 (46,~~879)~~105 3394,~~910~~170 Other Liabilities ~~922~~1,~~000~~036,099 (~~172~~430,~~992~~280) ~~749~~605,~~008~~819 ------------- ------------- ------------- Total liabilities 1713,~~009~~491,~~280~~233 (36,~~816~~251,~~056~~502) 137,~~193~~239,~~224~~731 Partners' (deficit) equity (52,~~674~~272,~~157~~069) 18,~~239~~903,~~890~~438 (46,~~434~~631,~~267)~~369 ------------- ------------- ------------- Total liabilities and partners' (deficit)equity $ 11,~~335~~219,~~123~~164 $ (2,~~576~~651,~~166)~~936 $ 813,~~758~~871,~~957~~100 ============= ============= =============

See accompanying note to pro forma consolidated financial statements. 6 KRUPP REALTY LIMITED PARTNERSHIP - IV AND SUBSIDIARIES PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS For the Nine Months Ended September 30, 2001 (Unaudited)

As Reported on Form 10-Q Pro Forma for the ~~Six~~Nine ~~Fenland Field Pro Forma~~ for the Nine Months Ended ~~Pro~~Walden ~~Forma~~Pond ~~Sixth~~ Months Ended ~~June~~September 30, ~~2001~~Pro ~~Adjustments~~Forma ~~June~~September 30, 2001 Adjustments 2001 (Note 1) (Note 1) (Note 1) ------------- ------------- ------------~~------~~ Revenue: Rental $ 35,~~645~~150,~~187~~000 $ (1,~~128~~854,~~924~~702) $ 23,~~516~~295,~~263~~298 Other income 28100,~~719~~084 (224,~~465~~631) 2675,~~254~~453 ------------- ------------- ------------~~------~~ Total revenue 35,~~673~~250,~~906~~084 (1,~~131~~879,~~389~~333) 23,~~542~~370,~~517~~751 ------------- ------------- ------------~~------~~ Expenses: Operating ~~993~~1,~~860~~399,175 (~~266~~516,~~528~~957) ~~727~~882,~~332~~218 Maintenance ~~273~~371,~~418~~845 (~~104~~100,~~441~~530) ~~168~~271,~~977~~315 Real estate taxes ~~379~~547,~~314~~662 (71224,~~211~~579) ~~308~~323,~~103~~083 Management fees ~~153~~227,~~669~~456 (5266,~~669~~226) ~~101~~161,~~000~~230 General and administrative ~~194~~270,~~898~~777 - ~~194~~270,~~898~~777 Depreciation and amortization ~~814~~1,~~295~~155,927 (~~212~~542,~~937~~212) ~~601~~613,~~358~~715 Interest ~~750~~1,~~192~~050,154 (~~173~~360,~~906~~908) ~~576~~689,~~286~~246 ------------- ------------- ------------~~------~~ Total expenses 35,~~559~~022,~~646~~996 (~~881~~1,~~692~~811,412) 23,~~677~~211,~~954~~584 ------------- ------------- ------------~~------~~ Income ~~(loss)~~ before minority interest ~~114~~and gain on sale of property 227,~~260~~088 (~~249~~67,~~697~~921) ~~(135~~159,~~437)~~167 Minority interest (13,~~451~~369) -679 (12,~~451~~690) Gain on sale of property 12,219,145 - 12,219,145 ------------ ------------- ------------~~------~~ Net income ~~(loss)~~ $ ~~112~~12,~~809~~442,864 $ (~~249~~67,~~697~~242) $ ~~(136~~12,~~888)~~375,622 ============= ============= ============~~======~~

See accompanying note to pro forma consolidated financial statements. 7 KRUPP REALTY LIMITED PARTNERSHIP - IV AND SUBSIDIARIES PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS For the Year Ended December 31, 2000 (Unaudited)

As Reported on Form 10-K Pro Forma for the Year ~~Ended~~for ~~Fenland~~the ~~Field~~Year ~~Pro~~Ended ~~Forma~~Walden Pond Ended December 31, Pro Forma ~~for~~December ~~the~~31, ~~Year Ended~~ 2000 Adjustments ~~December 31,~~ 2000 (Note 1) (Note 1) (Note 1) ------------- ------------- ------------~~------~~ Revenue: Rental $ 7,213,565 $ (2,~~132~~471,~~922~~303) $ 54,~~080~~742,~~643~~262 Other income 77,044 (537,~~600~~470) 7139,~~444~~574 ------------- ------------- ------------~~------~~ Total revenue 7,290,609 (2,~~138~~508,~~522~~773) 54,~~152~~781,~~087~~836 ------------- ------------- ------------~~------~~ Expenses: Operating 1,846,098 (~~478~~682,~~146~~414) 1,~~367~~163,~~952~~684 Maintenance 557,813 (~~234~~125,~~844~~393) ~~322~~432,~~969~~420 Real estate taxes 816,275 (~~161~~342,~~188~~673) ~~655~~473,~~087~~602 Management fees 291,677 (9593,~~239~~778) ~~196~~197,~~438~~899 General and administrative 222,339 - 222,339 Depreciation and amortization 1,676,566 (~~407~~732,~~497~~123) 1944,~~269,069~~443 Interest 1,543,174 (~~361~~592,~~673~~379) 1950,~~81,501~~795 ------------- ------------- ------------~~------~~ Total expenses 6,953,942 (12,~~738~~568,~~587~~760) 54,~~215~~385,~~355~~182 ------------- ------------- ------------~~------~~ Income ~~(loss)~~ before minority interest 336,667 ~~(399~~59,~~935)~~987 ~~(63~~396,~~268)~~654 Minority interest (2,682) -(600) (23,~~682~~282) ------------- ------------- ------------~~------~~ Net income ~~(loss)~~ $ 333,985 $ ~~(399~~59,~~935)~~387 $ ~~(65~~393,~~950)~~372 ============= ============= ============~~======~~

See accompanying note to pro forma consolidated financial statements. 8 KRUPP REALTY LIMITED PARTNERSHIP - IV AND SUBSIDIARIES NOTE TO PRO FORMA FINANCIAL STATEMENTS (1) Basis of Presentation The Pro Forma Balance Sheet at September 30, 2001 is based on the historical consolidated Balance Sheet of the Partnership as reported on Form 10-Q for the quarter ended September 30, 2001. The Pro Forma adjustment represents an adjustment to the Partnership's financial statements to show the effect of the sale. The Pro Forma Consolidated Balance Sheet at September 30, 2001 reflects the balance sheet as if the sale had occurred prior to September 30, 2001. The Pro Forma consolidated Statement of Operations for the nine months ended September 30, 2001 is based on the historical Consolidated Statement of Operations of the Partnership as reported on Form 10-Q for the nine months ended September 30, 2001. The Pro Forma Consolidated Statement of Operations for the year ended December 31, 2000 is based on the historical Consolidated Statement of Operations for the Partnership as presented in the annual report of Form 10-K for the year ended December 31, 2000. The Pro Forma adjustments represent Walden Pond's net income for the respective period presented. The Pro Forma Consolidated Statements of Operations for the nine months ended September 30, 2001 and for the year ended December 31, 2000 reflect the results of operations of the Partnership as if the Partnership had sold Walden Pond prior to January 1, 2000. The Pro Forma Consolidated Statements of Operations do not reflect any gain or loss which may be recognized by the Partnership as a result of the sale. 9 EXHIBIT INDEX Exhibit No. Description 2.1 Purchase and Sale Agreement dated November 12, 2001 by and between Krupp Realty Limited Partnership - IV and Walden Pond Limited Partnership. [Incorporated by reference to Exhibit (d) to the Rule 13e-3 Transaction Statement filed by the Registrant on November 14, 2001 (File No. 0-11987).] 10

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