-----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, TMJMwn2Kh9W9TekB5LBsFEo6YcVNfl2Pjea3Z7ItZPvwtSzJftCAlIij+hbFXuma nzHxfQcd8jozaGCaf/QqzA== 0000891836-00-000107.txt : 20000216 0000891836-00-000107.hdr.sgml : 20000216 ACCESSION NUMBER: 0000891836-00-000107 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20000131 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000215 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MCNEIL REAL ESTATE FUND IX LTD CENTRAL INDEX KEY: 0000276326 STANDARD INDUSTRIAL CLASSIFICATION: OPERATORS OF NONRESIDENTIAL BUILDINGS [6512] IRS NUMBER: 942491437 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-09026 FILM NUMBER: 546271 BUSINESS ADDRESS: STREET 1: 13760 NOEL RD STE 700 STREET 2: LB70 CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: 2144485800 MAIL ADDRESS: STREET 1: 13760 NOEL ROAD SUITE 700 LB 70 CITY: DALLAS STATE: TX ZIP: 75240 8-K 1 CURRENT REPORT ON FORM 8-K 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 Date of Report (Date of earlier event reported): January 31, 2000 ---------------- McNeil Real Estate Fund IX, Ltd. ------------------------------------------------------------------ (Exact name of registrant as specified in its charter) California 0-9026 94-2491437 - -------------------------------------------------------------------------------- (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation or organization) Identification No.) 13760 Noel Road, Suite 600, LB70, Dallas, Texas, 75240 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (972) 448-5800 -------------- Item 1. Change in Control of Registrant. On January 31, 2000, the transactions (the "Transactions") contemplated by the Master Agreement, dated as of June 24, 1999, by and among WXI/McN Realty L.L.C. ("WXI/McN"), the McNeil Partnerships (as such term is defined therein), McNeil Partners, L.P., McNeil Investors, Inc., McNeil Real Estate Management, Inc., McNeil Summerhill, Inc., and Robert A. McNeil (the "Master Agreement"), relating to McNeil Real Estate Fund IX, Ltd. (the "Partnership"), including the transfer of the general partner interest in the Partnership to a subsidiary of WXI/McN and the merger of a subsidiary of WXI/McN with and into the Partnership, were consummated. The Transaction and the Master Agreement were approved by the holders of limited partnership units in the Partnership at a special meeting of the limited partners held on January 20, 2000. In Connection with the Merger, all outstanding units of limited partnership interest in the Partnership were converted into the right to receive $411.00 in cash per unit of limited partnership interest. In addition, on January 31, 2000, a special distribution of approximately $18.13 in cash per unit of limited partnership interest in the Partnership was declared, thus entitling limited partners of the Partnership to receive an aggregate of approximately $429.13 in cash per unit of limited partnership interest. On January 31, 2000, a subsidiary of WXI/McN entered into a loan agreement (the "Commercial Loan Agreement") with General Electric Capital Corporation ("GECC") pursuant to which GECC has agreed to lend to such subsidiary up to an aggregate amount of approximately $109,185,728.00 to partially finance the acquisition of the McNeil Partnerships and to provide a working capital and leasing facility with respect to certain commercial properties owned by the McNeil Partnerships. The foregoing description is qualified by reference to the Commercial Loan Agreement, which is Exhibit 99.1 hereto and is incorporated herein by reference in its entirety. On January 31, 2000, subsidiaries of WXI/McN entered into a loan agreement, made as of January 1, 2000 (the "Multifamily Loan Agreement"), with Amresco Capital, L.P. ("Amresco") pursuant to which Amresco has agreed to lend to such subsidiaries up to an aggregate amount of approximately $195,783,261.00 to partially finance the acquisition of the McNeil Partnerships. The foregoing description is qualified by reference to the Multifamily Loan Agreement, which is Exhibit 99.2 hereto and is incorporated herein by reference in its entirety. As a result of and following the Transaction, all the issued and outstanding limited partnership units in the Partnership are directly or indirectly beneficially owned by WXI/McN. Accordingly, the Partnership has filed a Certificate and Notice of Termination of Registration on Form 15 with the Security and Exchange Commission and is no longer subject to the reporting requirements of the Securities Exchange Act of 1934, as amended. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits Exhibits Description of Exhibits 99.1 Loan Agreement, dated January 31, 2000, between WXI/MCN Commercial Real Estate Limited Partnership and General Electric Capital Corporation, (incorporated by reference to Exhibit (a)(1) to Amendment No. 1 to the Schedule 13E-3 filed on February 14, 2000 by the Partnership and other parties in connection with the Transaction). 99.2 Loan Agreement, made as of January 1, 2000, among WXI/MCN Multifamily Real Esatate Limited Partnership, Brendon Way Fund XII Associates, Castle Bluff Fund XII Associates L.P., Embarcadero Associates and Amresco Capital, L.P., (incorporated by reference to Exhibit (a)(2) to Amendment No. 1 to the Schedule 13E-3 filed February 14, 2000 by the Partnership and other parties in connection with the Transaction). SIGNATURES 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 hereto duly authorized. McNeil Real Estate Fund IX, Ltd. By: WXI/MCN Gen-Par I, L.L.C., its General Partner By: /s/ Jonathan Langer ---------------------------- Name: Jonathan Langer Title: Vice President Dated: February 15, 2000 -----END PRIVACY-ENHANCED MESSAGE-----