-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Dj3q5Rf5Eckmmtqoa9qBX1iD+IYPe+hY99v1RDFgRIm7QbgCUh6UUWKb/Blgn5xA xudQ0zOBpFeXoQ+59zhNCA== 0000950133-98-001465.txt : 19980417 0000950133-98-001465.hdr.sgml : 19980417 ACCESSION NUMBER: 0000950133-98-001465 CONFORMED SUBMISSION TYPE: SC 14D1/A PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 19980416 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TRIAD PARK LLC CENTRAL INDEX KEY: 0001037037 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 943264115 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 14D1/A SEC ACT: SEC FILE NUMBER: 005-51409 FILM NUMBER: 98595581 BUSINESS ADDRESS: STREET 1: 3055 TRIAD DR CITY: LIVERMORE STATE: CA ZIP: 94550 BUSINESS PHONE: 5104490606 MAIL ADDRESS: STREET 1: 3055 TRIAD DRIVE CITY: LIVERMORE STATE: CA ZIP: 94550 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TPL ACQUISITION INC CENTRAL INDEX KEY: 0001058967 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 943296753 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 14D1/A BUSINESS ADDRESS: STREET 1: 909 MONTGOMERY STREET # 400 CITY: SAN FRANCISCO STATE: CA ZIP: 94133 BUSINESS PHONE: 4154341111 MAIL ADDRESS: STREET 1: 909 MONTGOMERY STREET STREET 2: SUITE 400 CITY: SAN FRANCISCO STATE: CA ZIP: 94133 SC 14D1/A 1 14D-1 (AMENDMENT NO.2) AND 13D (AMENDMENT NO.12) 1 ===================================================================== SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 -------------------- SCHEDULE 14D-1 TENDER OFFER STATEMENT PURSUANT TO SECTION 14(d)(1) OF THE SECURITIES AND EXCHANGE ACT OF 1934 (AMENDMENT NO. 2) AND SCHEDULE 13D UNDER THE SECURITIES AND EXCHANGE ACT OF 1934 -------------------- AMENDMENT NO. 12 TRIAD PARK, LLC -------------------- (NAME OF SUBJECT COMPANY) TPL ACQUISITION, LLC -------------------- (BIDDER) RICHARD C. BLUM & ASSOCIATES, L.P. PELL DEVELOPMENT COMPANY RICHARD C. BLUM -------------------- (CO-BIDDERS) MEMBERSHIP INTEREST, NO PAR VALUE (THE "SHARES") -------------------- (TITLE OF CLASS OF SECURITIES) 895814101 -------------------- (CUSIP NUMBER OF CLASS OF SECURITIES) MURRAY A. INDICK, ESQ. MANAGING DIRECTOR, GENERAL COUNSEL RICHARD C. BLUM & ASSOCIATES, L.P. 909 MONTGOMERY STREET, SUITE 400 SAN FRANCISCO, CALIFORNIA 94133 TELEPHONE: (415) 434-1111 (NAME, ADDRESS AND TELEPHONE NUMBER OF PERSONS AUTHORIZED TO RECEIVE NOTICES AND COMMUNICATIONS ON BEHALF OF BIDDER) ===================================================================== 2 SCHEDULE 14D-1 CUSIP No. 89581401 Page 2 of 13 Pages 1 NAME OF REPORTING PERSON Richard C. Blum & Associates, L.P. S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 94-3205364 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* AF, WC, PF, OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(e) or 2(f) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION California 7 AGGREGATE AMOUNT BENEFICIALLY OWNED 2,012,158 BY EACH REPORTING PERSON 8 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (7) EXCLUDES / / CERTAIN SHARES* 9 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (7) 10.2% 10 TYPE OF REPORTING PERSON* PN, IN Page 2 3 SCHEDULE 14D-1 CUSIP No. 89581401 Page 3 of 13 Pages 1 NAME OF REPORTING PERSON Richard C. Blum & Associates, Inc. S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 94-2967812 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* AF, WC, PF, OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(e) or 2(f) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION California 7 AGGREGATE AMOUNT BENEFICIALLY OWNED 2,012,158 BY EACH REPORTING PERSON 8 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (7) EXCLUDES / / CERTAIN SHARES* 9 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (7) 10.2% 10 TYPE OF REPORTING PERSON* CO Page 3 4 SCHEDULE 14D-1 CUSIP No. 89581401 Page 4 of 13 Pages 1 NAME OF REPORTING PERSON Richard C. Blum S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* AF, WC, PF, OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(e) or 2(f) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION California 7 AGGREGATE AMOUNT BENEFICIALLY OWNED 2,012,158 BY EACH REPORTING PERSON 8 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (7) EXCLUDES / / CERTAIN SHARES* 9 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (7) 10.2% 10 TYPE OF REPORTING PERSON* IN Page 4 5 SCHEDULE 14D-1 CUSIP No. 89581401 Page 5 of 13 Pages 1 NAME OF REPORTING PERSON TPL Acquisition, LLC S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* AF, WC, PF, OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(e) or 2(f) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 7 AGGREGATE AMOUNT BENEFICIALLY OWNED 2,012,158 BY EACH REPORTING PERSON 8 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (7) EXCLUDES / / CERTAIN SHARES* 9 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (7) 10.2% 10 TYPE OF REPORTING PERSON* OO (limited liability company) Page 5 6 SCHEDULE 14D-1 CUSIP No. 89581401 Page 6 of 13 Pages 1 NAME OF REPORTING PERSON Pell Development Company S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* AF, WC, PF, OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(e) or 2(f) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION California 7 AGGREGATE AMOUNT BENEFICIALLY OWNED 2,012,158 BY EACH REPORTING PERSON 8 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (7) EXCLUDES / / CERTAIN SHARES* 9 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (7) 10.2% 10 TYPE OF REPORTING PERSON* OO (sole proprietorship) Page 6 7 SCHEDULE 14D-1 CUSIP No. 89581401 Page 7 of 13 Pages 1 NAME OF REPORTING PERSON Joseph Pell S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* AF, WC, PF, OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(e) or 2(f) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION California 7 AGGREGATE AMOUNT BENEFICIALLY OWNED 2,012,158 BY EACH REPORTING PERSON 8 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (7) EXCLUDES / / CERTAIN SHARES* 9 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (7) 10.2% 10 TYPE OF REPORTING PERSON* IN Page 7 8 SCHEDULE 14D-1 CUSIP No. 89581401 Page 8 of 13 Pages 1 NAME OF REPORTING PERSON Eda Pell S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/ (b) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* AF, WC, PF, OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(e) or 2(f) / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION California 7 AGGREGATE AMOUNT BENEFICIALLY OWNED 2,012,158 BY EACH REPORTING PERSON 8 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (7) EXCLUDES / / CERTAIN SHARES* 9 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (7) 10.2% 10 TYPE OF REPORTING PERSON* IN Page 8 9 AMENDMENT NO. 2 TO SCHEDULE 14D-1/AMENDMENT NO. 12 TO SCHEDULE 13D This Amendment (this "Amendment") constitutes (i) Amendment No. 2 to the Tender Offer Statement on Schedule 14D-1 originally filed on April 1, 1998 (the "Schedule 14D-1"), and amended on April 6, 1998, by TPL Acquisition, LLC, a Delaware limited liability company (the "Purchaser"), managed by Richard C. Blum & Associates, L.P., a California limited partnership ("RCBA"), and, upon consummation of the Offer, intended to be co-managed with Pell Development Company, a California sole proprietorship ("Pell" and, together with RCBA, the "Managers"), relating to the offer by the Purchaser to purchase all outstanding membership interests, no par value (the "Membership Interests") of Triad Park, LLC, a Delaware limited liability company (the "Company"), including the associated rights to purchase Membership Interests issued pursuant to the Company's Rights Plan (as such term is defined in the Offer to Purchase) (the "Rights" and together with Membership Interests, the "Shares"), at a price of $1.80 per Share, net to the seller in cash, without interest thereon (the "Offer Price"), upon the terms and subject to the conditions set forth in the Offer to Purchase, dated April 1, 1998 (the "Offer to Purchase"), and in the related Letter of Transmittal, copies of which are attached to the Schedule 14D-1 as Exhibits (a) (1) and (a) (2), respectively (which collectively constitute the "Offer"); and (ii) Amendment No. 12 to the Schedule 13D (the "Schedule 13D"), filed by RCBA and its affiliates (along with TPL Acquisition, LLC, the "Blum Reporting Persons"), and Pell Development Company, Joseph Pell and Eda Pell (the "Pell Reporting Persons"). This Amendment amends and supplements the Schedule 14D-1 and Schedule 13D. All capitalized terms used in this Amendment without definition have the meanings attributed to them in the Schedule 14D-1. The items of the Schedule 14D-1 set forth below are hereby amended as follows: ITEM 2. IDENTITY AND BACKGROUND Item 2 is hereby supplemented and amended by incorporating by reference the information set forth in Section 8 of the Offer as supplemented by paragraph 4 of the Supplement dated April 6, 1998 to the Offer to Purchase (the "Supplement"), a copy of which is attached hereto as Exhibit (a)(9). ITEM 3. PAST CONTACTS, TRANSACTIONS OR NEGOTIATIONS WITH THE SUBJECT COMPANY Item 3 is hereby supplemented and amended by incorporating by reference the information set forth in "Discussions with Third Parties" and Section 8 of the Offer as supplemented by paragraphs 3 and 4 of the Supplement. ITEM 4. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION Item 4 is hereby supplemented and amended by incorporating by reference the information set forth in Section 9 of the Offer as supplemented by paragraphs 1 and 2 of the Supplement. ITEM 6. INTEREST IN SECURITIES OF THE SUBJECT COMPANY Item 6 is hereby supplemented and amended by incorporating by reference the information set forth in Section 8 of the Offer as supplemented by paragraph 4 of the Supplement. ITEM 7. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO THE SUBJECT COMPANY'S SECURITIES Item 7 is hereby supplemented and amended by incorporating by reference the information set forth in Section 8 of the Offer as supplemented by paragraph 4 of the Supplement. Page 9 10 ITEM 10. ADDITIONAL INFORMATION (a)-(e) None. (f) The information set forth in the Offer is hereby supplemented and amended to incorporate by reference the information set forth in the Supplement. ITEM 11. MATERIAL TO BE FILED AS EXHIBITS Item 11 is hereby supplemented and amended by adding the following exhibits: (a)(9) Supplement dated April 16, 1998 to the Offer to Purchase dated April 1, 1998. (a)(10) Press release issued by RCBA on April 13, 1998 relating to Supplement. Page 10 11 SIGNATURE After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: April 16, 1998 RICHARD C. BLUM & ASSOCIATES, L.P. RICHARD C. BLUM & ASSOCIATES, INC. By /s/ Murray A. Indick By /s/ Murray A. Indick ------------------------------- --------------------------------- Murray A. Indick Murray A. Indick Managing Director Managing Director, General Counsel and General Counsel and Secretary TPL ACQUISITION, LLC /s/ Murray A. Indick By: Richard C. Blum & Associates, L.P. ------------------------------------- Its Managing Member RICHARD C. BLUM By: Richard C. Blum & Associates, By Murray A. Indick, Attorney-in-Fact Inc., its sole general partner By: /s/ Murray A. Indick ------------------------- Murray A. Indick Managing Director and General Counsel PELL DEVELOPMENT COMPANY By /s/ Joseph Pell /s/ Joseph Pell ------------------------------- ----------------------------------- Joseph Pell JOSEPH PELL Owner /s/ Eda Pell -------------------------------------- EDA PELL
Page 11 12 INDEX OF EXHIBITS Exhibit Exhibit Sequentially Number ------- Numbered - ------ Pages ----- (a)(9) Supplement dated April 16, 1998 to the Offer to Purchase (the "Supplement"). (a)(10) Press release issued by RCBA on April 13, 1998 relating to Supplement. Page 12 EX-99.A.9 2 SUPPLEMENT DATED 4/16/98 TO THE OFFER TO PURCHASE 1 SUPPLEMENT DATED APRIL 16, 1998 TO OFFER TO PURCHASE FOR CASH ANY AND ALL OUTSTANDING MEMBERSHIP INTERESTS, NO PAR VALUE, (INCLUDING THE ASSOCIATED RIGHTS TO PURCHASE ADDITIONAL MEMBERSHIP INTERESTS) OF TRIAD PARK, LLC AT $1.84 NET PER SHARE BY TPL ACQUISITION, LLC THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, ON APRIL 29, 1998, UNLESS THE OFFER IS EXTENDED. To the Holders of Shares of Triad Park, LLC: This Supplement amends and supplements the Offer to Purchase dated April 1, 1998 (the "Offer to Purchase"), as amended on April 6, 1998, of TPL Acquisition, LLC, a Delaware limited liability company (the "Purchaser"), solely managed by Richard C. Blum & Associates, L.P., a California limited partnership ("RCBA"), and, upon consummation of the Offer, intended to be co-managed with Pell Development Company, a California sole proprietorship ("Pell" and, together with RCBA, the "Managers"), with respect to the tender offer made by the Purchaser, RCBA, Pell Development Company and Richard C. Blum to purchase all outstanding membership interests, no par value (the "Membership Interests") of Triad Park, LLC, a Delaware limited liability company (the "Company"), including the associated rights to purchase Membership Interests issued pursuant to the Rights Plan (as such term is defined herein) (the "Rights" and together with Membership Interests, the "Shares"), at a price of $1.80 per Share, net to the seller in cash, without interest thereon (the "Offer Price"), upon the terms and subject to the conditions set forth in this Offer to Purchase and in the related Letter of Transmittal (which, as amended from time to time, together constitute the "Offer"). This Supplement, the Offer to Purchase and the related Letter of Transmittal contain important information which should be read before any decision is made with respect to the Offer. 1. The Purchaser has determined to increase the Offer Price from $1.80 per Share to $1.84 per Share. All references to the Offer Price of "$1.80" per Share in the Offer to Purchase are hereby replaced by "$1.84" per Share. 2. The first paragraph of Section 9 on page 26 of the Offer is hereby amended and restated in its entirety as follows: The total amount of funds required to purchase all of the Shares pursuant to the Offer is estimated to be $32,560,576. Purchaser has received from various investors and maintains in a separate account solely for the purchase of the Shares $32,560,576. Purchaser commits that, following consummation of the Offer and payment for the Shares tendered, it will maintain in a separate account whatever amounts remain pending completion of the second step merger. 3. The following new paragraph is hereby added after the fourth full paragraph on page 9 of the Offer: The Purchaser understands that discussions between TKG and the Company continued following the announcement of the Offer. On or about April 10, 1998, the Company informed the Purchaser that it might have to consider a merger offer from TKG unless the Purchaser increased its Offer Price and waived the no material adverse change condition to the extent of litigation commenced by TKG. Thereafter, the Purchaser decided to raise the Offer Price to $1.84 per Share and to waive the no material adverse change condition to the extent set forth in paragraph 7 of the Supplement. 4. The third paragraph of Section 8 on page 26 of the Offer is hereby amended and restated in its entirety as follows: Pell is a California sole proprietorship co-owned by Joseph Pell and Eda Pell. Pell has been in the real estate development business for more than 35 years and owns and manages more than 1 million square feet of commercial property, primarily located in the San Francisco bay area. Included in those holdings are 90 acres of industrial/retail land in Livermore, a few miles from the Triad Park property, where Pell has developed and built more than 250,000 2 square feet of industrial space, and a large retail center. Among other projects, Pell developed and built three downtown San Francisco high rise office buildings and a 215,000 square feet mid-rise office building in San Francisco's South of Market Financial District. In Marin County, California, Pell also built and owns 5 office buildings, and over 450 residential units. Pell's principal executive office is located at 100 Smith Ranch Road, Suite 325, San Rafael, California 94903. Pell, Joseph Pell and Eda Pell were investors in the Purchaser in connection with the offer made on March 11, 1998 and subsequently amended (see Discussions with Third Parties), and have not had any other contacts with the Company prior to this Offer. Pell, Joseph Pell and Eda Pell have no direct or indirect interest in any Shares of the Company and disclaim any beneficial interest in the Shares owned by Richard C. Blum or by entities controlled by RCBA. For purposes of this Offer, RCBA, Pell and Richard C. Blum may be deemed to be co-bidders with the Purchaser. 5. The second sentence in the first full paragraph on page 2 of the Offer and the second sentence of the second paragraph under the section entitled "Available Information" on page 25 of the Offer are hereby deleted in their entirety. 6. The second sentence of the first paragraph in Section 3 on page 20 of the Offer is hereby amended and restated in its entirety as follows: Shares tendered pursuant to the Offer may be withdrawn at any time on or prior to the Expiration Date and, unless theretofore accepted for payment as provided herein, may also be withdrawn after May 30, 1998. 7. The phrase "sole discretion" in the second sentence of Section 4 on page 20 of the Offer is hereby amended and restated as "reasonable discretion." 8. The phrase "or (v) at any time on or after commencement of the Offer and before the acceptance of such Shares for payment or the payment therefor, " in Section 11 on page 27 of the Offer is hereby amended and restated as follows: or (v) at any time on or after commencement of the Offer and before the Expiration Date, 9. The following proviso is hereby added at the end of Section 11(c) on page 28 of the Offer after the word "Purchaser": PROVIDED, HOWEVER, that, solely for this Section 11(c), the initiation of any lawsuit, arbitration, mediation or other proceeding by TKG Acquisition, LLC, TKG, John Kontrabecki, Lehman Brothers or any of their affiliates against the Company, RCBA, or their officers, board members, managers, shareholders or affiliates, regardless of the legal or equitable theory and regardless of the amount of damages or other relief sought, shall not constitute a "change" permitting the Purchaser to terminate or amend the Offer pursuant to this Section 11(c)." Questions and requests for assistance should be directed to the Information Agent at its respective address or telephone numbers set forth below. Additional copies of this Supplement, the Offer to Purchase, the Letter of Transmittal and all other tender offer materials may be obtained from the Information Agent as set forth below, and will be furnished promptly at the Purchaser's expense. You may also contact your broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Offer. The Information Agent for the Offer is: Georgeson & Company Inc. Logo Wall Street Plaza New York, New York 10005 (800) 223-2064 (TOLL FREE) (212) 440-9800 (CALL COLLECT) EX-99.A.10 3 PRESS RELEASE 1 EXHIBIT (A)(10) RICHARD C. BLUM & ASSOCIATES, L.P. 909 MONTGOMERY STREET, SUITE 400 SAN FRANCISCO, CA 94133-4625 FAX: (415) 434-3130 TELEPHONE: (415) 434-1111 News From: Richard C. Blum & Associates, L.P. Contact: Rick Mariano, 415/434-1111 RICHARD C. BLUM & ASSOCIATES INCREASES PRICE FOR TENDER OFFER FOR TRIAD PARK (TICKER: TDPK) TO $1.84 PER SHARE SAN FRANCISCO,CA--April 13, 1998--Richard C. Blum & Associates ("RCBA") announced today that its affiliate TPL Acquisition, LLC had amended its previously announced cash tender offer for all the outstanding membership interests (the "Shares") of Triad Park, LLC, a Delaware limited liability company, by increasing the tender offer price from $1.80 per Share to $1.84 per Share. The other terms and conditions in the tender offer are unchanged. -----END PRIVACY-ENHANCED MESSAGE-----