-----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, O1yi/AroEOMPsc19QRB/pYOB1Fsvy4ngzlWAGM6BW1eOHc72uBQ0JI7wP2SCacWy 2f7Qhs6kso4G/nnwZRPauA== 0000906344-10-000362.txt : 20101116 0000906344-10-000362.hdr.sgml : 20101116 20101116160556 ACCESSION NUMBER: 0000906344-10-000362 CONFORMED SUBMISSION TYPE: SC TO-T/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20101116 DATE AS OF CHANGE: 20101116 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Piedmont Office Realty Trust, Inc. CENTRAL INDEX KEY: 0001042776 STANDARD INDUSTRIAL CLASSIFICATION: OPERATORS OF NONRESIDENTIAL BUILDINGS [6512] IRS NUMBER: 582328421 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC TO-T/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-80150 FILM NUMBER: 101196617 BUSINESS ADDRESS: STREET 1: 11695 JOHNS CREEK PARKWAY STREET 2: STE 350 CITY: JOHNS CREEK STATE: GA ZIP: 30097 BUSINESS PHONE: 7704188800 MAIL ADDRESS: STREET 1: 11695 JOHNS CREEK PARKWAY STREET 2: STE 350 CITY: JOHNS CREEK STATE: GA ZIP: 30097 FORMER COMPANY: FORMER CONFORMED NAME: WELLS REAL ESTATE INVESTMENT TRUST INC DATE OF NAME CHANGE: 19980515 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Series C (PDM B-3) of Tender Investors, LLC CENTRAL INDEX KEY: 0001497634 IRS NUMBER: 273087587 FILING VALUES: FORM TYPE: SC TO-T/A BUSINESS ADDRESS: STREET 1: 6114 LA SALLE AVENUE, #345 CITY: OAKLAND STATE: CA ZIP: 94611 BUSINESS PHONE: 510-619-3636 MAIL ADDRESS: STREET 1: 6114 LA SALLE AVENUE, #345 CITY: OAKLAND STATE: CA ZIP: 94611 SC TO-T/A 1 piedmontoffice_tot-am5.htm AMENDMENT NO. 5 TO SCHEDULE TO - 11/16/2010 piedmontoffice_tot-am5.htm - Generated by SEC Publisher for SEC Filing

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Amendment No. 5 to
SCHEDULE TO

Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1)
of the Securities Exchange Act of 1934

PIEDMONT OFFICE REALTY TRUST, INC.

(Name of Subject Company)

Series C (PDM B-3) of Tender Investors, LLC,
which is managed by
Tender Investors Manager LLC,
whose sole member is
Apex Real Estate Advisors, LLC

(Name of Filing Persons - Offerors)

SHARES OF CLASS B-3 COMMON STOCK, PAR VALUE $0.01

(Title of Class of Securities)

720190 503

(CUSIP Number of Class of Securities)

Brent Donaldson
Series C (PDM B-3) of Tender Investors, LLC,
a Delaware series limited liability company
c/o Tender Investors Manager, LLC
6114 La Salle Ave., #345
Oakland, CA 94611
Tel: 510.619.3636
Fax: 925.403.7967

(Name, Address, and Telephone Number of Person Authorized to Receive Notices and Communications on Behalf of Filing Persons)

Calculation of Filing Fee

 

Transaction Valuation*

Amount of Filing Fee  $5,880

$29,400,000

 

*For purposes of calculating the original filing fee only. In the original filing, the offer was to purchase of 2,100,000 Shares at a purchase price equal to $14.00 per Share in cash.

ý            Check box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid.  Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

Amount Previously Paid:

$5,880

Form or Registration:

Schedule TO-T

Number:

005-80150

Filing Party:

Series C (PDM B-3) of Tender Investors, LLC

Date Filed:

August 3, 2010

¨     Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.

Check the appropriate boxes below to designate any transactions to which the statement relates:

ý     third party tender offer subject to Rule 14d-1.

¨     issuer tender offer subject to Rule 13e-4.

¨     going private transaction subject to Rule 13e-3.

¨     amendment to Schedule 13D under Rule 13d-2.

Check the following box if the filing is a final amendment reporting the results of the tender offer:  ý

 

 

 

TENDER OFFER

This Amendment No. 5 to the Schedule TO originally filed on August 3, 2010 (the “Original Schedule TO”) by Series C (PDM B-3) of Tender Investors, LLC, a Delaware series limited liability company (the “Purchaser”), as amended by Amendment Nos. 1, 2, 3 and 4 thereto, relates to the amended offer to purchase up to 427,000 shares of Class B-3 common stock of Piedmont Office Realty Trust, Inc., the subject company (the “Amended Offer”), is being filed to report the final results of the Offer. 

The Offer expired at 11:59 p.m. Eastern time on November 15, 2010.  On expiration of the Offer, the Purchaser accepted for payment all Shares validly tendered and not withdrawn in accordance with the terms of the Offer.  As of the expiration of the Offer, a total of 873 Shares had been validly tendered in the Offer and not withdrawn.  The Purchaser shall pay promptly for the 873 Shares tendered following confirmation of the Company that such Shares have been transferred to the Purchaser.

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SIGNATURES

After due inquiry and to the best of its knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

Dated:  November 16, 2010

 

SERIES C (PDM B-3) OF TENDER INVESTORS, LLC,

A DELAWARE SERIES LIMITED LIABILITY COMPANY

 

By:  Tender Investors Manager, LLC

Its:  Manager

 

 

 

By:

Its:

Apex Real Estate Advisors, LLC

Manager

 

 

 

 

 

/s/Brent R. Donaldson

By:

Its: 

Brent Donaldson

Managing Principal

 

TENDER INVESTORS MANAGER, LLC,

A DELAWARE LIMITED LIABILITY COMPANY

 

By:  Apex Real Estate Advisors, LLC

Its:  Manager

 

 

 

 

/s/Brent R. Donaldson

 

 By:

Its:

Brent Donaldson

Managing Principal

 

 

 

APEX REAL ESTATE ADVISORS, LLC,

A DELAWARE LIMITED LIABILITY COMPANY

 

        /s/ Brent R. Donaldson

By:  Brent Donaldson

Its:  Managing Principal

 

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