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
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Date
of Report (Date of Earliest event reported)
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February
26, 2008
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Berkshire
Income Realty, Inc
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(Exact
name of Registrant as specified in its charter)
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Maryland
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001-31659
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32-0024337
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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One
Beacon Street, Boston, Massachusetts
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02108
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(Address
of principal executive offices)
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(Zip
Code)
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Registrants
telephone number, including area code
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(617) 523-7722
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(Former
name or former address, if changes 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:
[ ]
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
February 26, 2008, a wholly owned subsidiary of the Registrant, St.
Marin/Karrington Limited Partnership (“Seller”), entered into a purchase and
sale agreement the “Agreement”) to sell 100% of the fee simple interest of the
St. Marin/Karrington Apartments, a 600 unit garden style apartment property
located in Coppell, Texas to Williams Asset Management,
LLC, (“Buyer”). The Buyer is an unaffiliated third
party. The purchase price is $61,750,000, and is subject to normal
operating prorations, apportionments and adjustments as provided for in the
Agreement.
The
Agreement provides for an inspection period (“Inspection Period”), during which
the Buyer, upon reasonable notice to the Registrant, may enter the property to
perform due diligence activities. The Inspection Period ended,
pursuant to an extension from the original date of March 27, 2008, on April 4,
2008. The Agreement contains a right of termination, which provides
the Buyer the option to terminate the Agreement in its sole discretion if the
Buyer terminates the Agreement in writing prior to or including the final day of
the Inspection Period. The Agreement also requires the Buyer to
indemnify the Registrant from any and all liabilities, claims, costs and
expenses arising out of the Buyer’s entry onto the property upon exercise of its
right of inspection during the Inspection Period. The Agreement also
provides for the assumption of the existing loan (“Existing Loan”) outstanding
and secured by the St. Marin/Karrington property subject to approval by the
lender. The Buyer will receive a credit against the purchase price
equal to the outstanding principal balance of the Existing Loan at
closing. The Agreement calls for a closing on the sale to take place
on April 28, 2008.
Item
2.01 - Completion of Acquisition or Disposition of Assets
On April
28, 2008, a wholly owned subsidiary of the Registrant, St. Marin/Karrington
Limited Partnership, consummated the disposition of 100% of the fee simple
interest of the St. Marin/Karrington Apartments, a 600 unit garden style
apartment property located in Coppell, Texas to Williams Asset Management, LLC,
an unaffiliated third party. Contemporaneously with the sale, the
Buyer assumed the outstanding balance of $31,377,607 on the Existing Loan
pursuant to the Agreement.
The sale
price of $61,750,000 was subject, in addition to the adjustment related to the
assumption of the Existing Loan, to normal operating pro rations and adjustments
as provided for in the Agreement.
Item
9.01 Financial Statements and Exhibits
(d) Exhibits
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Exhibit
10.1
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Purchase
and Sale Agreement between St. Marin/Karrington Limited Partnership, a
Delaware limited partnership and
Williams
Asset Management, LLC, a Georgia limited liability company, dated February
26, 2008.
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SIGNATURES
Pursuant
to the requirements of the Securities and 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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Berkshire
Income Realty, Inc.
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Date: May 2,
2008
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/s/
Christopher M. Nichols
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Name: Christopher
M. Nichols
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Title: Principle
Accounting Officer
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