-----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, KjjWhEXsmhf5MbRpXisRHyxv1IzFizLbMFgMlhUh1x04i2bQBtlhLawrOGns7LZ9 ecMGpt62D5VzKMXXk1uCiQ== 0000898847-95-000006.txt : 19951002 0000898847-95-000006.hdr.sgml : 19951002 ACCESSION NUMBER: 0000898847-95-000006 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950928 SROS: NONE SUBJECT COMPANY: 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: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-39644 FILM NUMBER: 95576949 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 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MCNEIL PARTNERS LP CENTRAL INDEX KEY: 0000898847 STANDARD INDUSTRIAL CLASSIFICATION: [] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 13760 NOEL ROAD STREET 2: SUITE 700 CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: 2144485800 MAIL ADDRESS: STREET 1: 13760 NOEL ROAD STREET 2: SUITE 700 CITY: DALLAS STATE: TX ZIP: 75240 SC 13D/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5) McNEIL REAL ESTATE FUND IX, LTD. - -------------------------------------------------------------------------------- (Name of Issuer) Units of Limited Partnership Interests - -------------------------------------------------------------------------------- (Title of Class of Securities) Not Applicable - -------------------------------------------------------------------------------- (CUSIP Number) Donald K. Reed, McNeil Investors, Inc. 13760 Noel Road, Suite 700, Dallas, Texas 75240, (214) 448-5800 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) Copies to: W. Scott Wallace Haynes and Boone, L.L.P. 3100 NationsBank Plaza 901 Main Street Dallas, Texas 75202-3789 September 20, 1995 - -------------------------------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box ___. Check the following box if a fee is being paid with the statement. ___ (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). SCHEDULE 13D Page 2 of 5 Pages CUSIP No. Not Applicable 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON McNeil Partners, L.P. See also Item 2. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) 3 SEC USE ONLY 4 SOURCE OF FUNDS WC 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) _____ 6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER McNeil Partners, L.P. - 5,715.00 Units See also Item 5. 8 SHARED VOTING POWER See also Item 5. 9 SOLE DISPOSITIVE POWER McNeil Partners, L.P. - 5,715.00 Units See also Item 5. 10 SHARED DISPOSITIVE POWER Voting and dispositive power is exercised on behalf of McNeil Partners, L.P. by its general partner, McNeil Investors, Inc., a Delaware corporation. 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,715.00 Units of Limited Partnership Interest 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ____ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.2% 14 TYPE OF REPORTING PERSON* PN AMENDMENT NO. 5 TO SCHEDULE 13D ------------------------------- The Schedule 13D relating to Units of Limited Partnership interest ("Units") and McNeil Real Estate Fund IX, Ltd., a California limited partnership ("Issuer") as filed by McNeil Partners, L.P. ("MP") is hereby amended as set forth below. Unless otherwise indicated, all terms referred to herein shall have the meaning as set forth in the Schedule 13D. Item 4. Purpose of Transaction. ----------------------- Item 4 is hereby amended by adding the following thereto: The information set forth in Exhibit 10.2 hereto is incorporated herein by reference. Item 7. Material to be Filed as Exhibits. --------------------------------- Exhibit 10.2 hereto is that certain Press Release dated September 20, 1995 issued by MP. SIGNATURE After reasonable inquiry to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: September 28, 1995. McNEIL PARTNERS, L.P. By: McNeil Investors, Inc. its general partner By: /s/ Donald K. Reed ------------------------------------------- Donald K. Reed President /s/ Robert A. McNeil ---------------------------------------------------- Robert A. McNeil EXHIBIT INDEX Exhibit Description Page - ------- ----------- ---- 10.2 Form of Press Release issued by 6 McNeil Partners on September 20, 1995 EXHIBIT 10.2 MCNEIL PARTNERS TERMINATES ICAHN DISCUSSIONS; MCNEIL CONTEMPLATING MAKING HIGHER OFFERS; FEW UNITS TENDERED TO ICAHN AFTER SIX WEEKS McNeil Partners, L.P. announced today that it has terminated settlement discussions with Carl C. Icahn and High River Limited Partnership regarding unsolicited tender offers for ten California Limited Partnerships controlled by McNeil Partners. McNeil Partners is presently contemplating tender offers for Units of limited partnership interests of the Partnerships at prices higher than offered by Mr. Icahn. As of September 15, 1995, approximately six weeks after the offers were commenced by Mr. Icahn, an average of approximately 1% of the outstanding units of each Partnership has been tendered to Mr. Icahn, other than with respect to one Partnership. The Partnerships' agreements of limited partnership require McNeil Partners to start liquidating the Partnerships between August 1998 and March 1999. There can be no assurance that McNeil Partners will commence tender offers for the Partnerships. As of September 15, 1995, according to High River, only approximately 26 Units of McNeil Pacific Investors Fund 1972, 0 Units of McNeil Real Estate Fund V, Ltd., 446 Units of McNeil Real Estate Fund IX, Ltd., 495 Units of McNeil Real Estate Fund X, Ltd., 530.33 Units of McNeil Real Estate Fund XI, Ltd., 480 Units of McNeil Real Estate Fund XIV, Ltd., 579 Units of McNeil Real Estate Fund XV, Ltd., 255.8 Units of McNeil Real Estate Fund XX, L.P., 9,322 Units of McNeil Real Estate Fund XXIV, L.P. and 223,152 Units of McNeil Real Estate Fund XXV, L.P. had been tendered to High River. -----END PRIVACY-ENHANCED MESSAGE-----