0001197042-12-000014 Sample Contracts

OFFER TO PURCHASE FOR CASH 1,500,000 SHARES OF COMMON STOCK OF BEHRINGER HARVARD OPPORTUNITY REIT II, Inc. AT $2.00 PER SHARE by: CMG Partners, LLC; CMG Legacy Growth Fund, LLC; CMG Legacy Income Fund, LLC; CMG Income Fund II, LLC; and CMG Acquisition...
Offer to Purchase • June 5th, 2012 • CMG Partners LLC • Real estate investment trusts

The Purchasers hereby seek to acquire 1,500,000 Shares of common stock (the “Shares”) in BEHRINGER HARVARD OPPORTUNITY REIT II, Inc. (the “REIT”). The Purchasers are not affiliated with the REIT or its management. The Purchasers hereby offer to purchase 1,500,000 Shares at a purchase price equal to $2.00 per Share, in cash, without interest, upon the terms and subject to the conditions set forth in this offer to purchase (the “Offer to Purchase”) and in the related Agreement of Assignment and Transfer, as each may be supplemented or amended from time to time (which together constitute the “Offer”). Any dividends made or declared after July 20, 2012, or such other date to which this offer may be extended (the “Expiration Date”) would, by the terms of the Offer and as set forth in the Agreement of Assignment and Transfer, be assigned by tendering Shareholders to the Purchasers.

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AGREEMENT OF ASSIGNMENT AND TRANSFER BEHRINGER HARVARD OPPORTUNITY REIT II, INC.
Agreement of Assignment and Transfer • June 5th, 2012 • CMG Partners LLC • Real estate investment trusts • Washington
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