0000950134-05-005085.txt : 20120608
0000950134-05-005085.hdr.sgml : 20120608
20050315170209
ACCESSION NUMBER: 0000950134-05-005085
CONFORMED SUBMISSION TYPE: SC TO-T/A
PUBLIC DOCUMENT COUNT: 3
FILED AS OF DATE: 20050315
DATE AS OF CHANGE: 20050315
GROUP MEMBERS: AIMCO-GP INC
GROUP MEMBERS: APARTMENT INVESTMENT AND MANAGEMENT CO
GROUP MEMBERS: FOX CAPITAL MANAGEMENT CORP
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: CENTURY PROPERTIES FUND XIV
CENTRAL INDEX KEY: 0000278128
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500]
IRS NUMBER: 942535195
STATE OF INCORPORATION: CA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC TO-T/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-44267
FILM NUMBER: 05682377
BUSINESS ADDRESS:
STREET 1: 55 BEATTIE PLACE
STREET 2: PO BOX 1089 C/O INSIGNIA FINANCIAL GROUP
CITY: GREENVILLE
STATE: SC
ZIP: 29602
BUSINESS PHONE: 8642391000
MAIL ADDRESS:
STREET 1: 55 BEATTIE PLACE
STREET 2: P O BOX 1089
CITY: GREENVILLE
STATE: SC
ZIP: 29602
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: CENTURY PROPERTIES FUND XIV
CENTRAL INDEX KEY: 0000278128
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500]
IRS NUMBER: 942535195
STATE OF INCORPORATION: CA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13E3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-44267
FILM NUMBER: 05682378
BUSINESS ADDRESS:
STREET 1: 55 BEATTIE PLACE
STREET 2: PO BOX 1089 C/O INSIGNIA FINANCIAL GROUP
CITY: GREENVILLE
STATE: SC
ZIP: 29602
BUSINESS PHONE: 8642391000
MAIL ADDRESS:
STREET 1: 55 BEATTIE PLACE
STREET 2: P O BOX 1089
CITY: GREENVILLE
STATE: SC
ZIP: 29602
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: AIMCO PROPERTIES LP
CENTRAL INDEX KEY: 0000926660
STANDARD INDUSTRIAL CLASSIFICATION: OPERATORS OF APARTMENT BUILDINGS [6513]
IRS NUMBER: 841275621
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC TO-T/A
BUSINESS ADDRESS:
STREET 1: 4582 S ULSTER ST PARKWAY
STREET 2: SUITE 1100
CITY: DENVER
STATE: CO
ZIP: 80237
BUSINESS PHONE: 3037578101
MAIL ADDRESS:
STREET 1: 4582 S ULSTER ST PARKWAY
STREET 2: SUITE 1100
CITY: DENVER
STATE: CO
ZIP: 80237
SC TO-T/A
1
d18172a1sctovtza.txt
AMENDMENT NO. 1 TO SCHEDULE TO
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE TO/A
(AMENDMENT NO. 1)
TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE
SECURITIES EXCHANGE ACT OF 1934
Century Properties Fund XIV
--------------------------------------------------------------------------------
(Name of Subject Company (Issuer))
AIMCO Properties, L.P.
Apartment Investment and Management Company
AIMCO-GP, Inc.
Fox Capital Management Corporation
--------------------------------------------------------------------------------
(Names of Filing Persons (Offerors))
Limited Partnership Units
--------------------------------------------------------------------------------
(Title of Class of Securities)
None
--------------------------------------------------------------------------------
(CUSIP Number of Class of Securities)
Martha L. Long
Apartment Investment and Management Company
55 Beattie Place
PO Box 1089
Greenville, South Carolina 29602
(864) 239-1000
--------------------------------------------------------------------------------
(Name, address, and telephone numbers of person
authorized to receive notices and communications on
behalf of filing persons)
Copy to:
Joseph A. Coco
Skadden, Arps, Slate, Meagher & Flom LLP
Four Times Square New York, New York 10036
(212) 735-3000
and
Jonathan L. Friedman
Skadden, Arps, Slate, Meagher & Flom LLP
300 South Grand Avenue
Los Angeles, California 90071
(213) 687-5000
Calculation of Filing Fee
TRANSACTION VALUATION* AMOUNT OF FILING FEE
---------------------- --------------------
$323,430.63 $38.07
* For purposes of calculating the fee only. This amount assumes the purchase
of 19,927.95 units of limited partnership interest of the subject
partnership for $16.23 per unit. The amount of the filing fee, calculated
in accordance with Section 14(g)(1)(B)(3) and Rule 0-11(d) under the
Securities Exchange Act of 1934, as amended, equals $117.70 per million of
the aggregate amount of cash offered by the bidder.
[X] Check the 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: $38.07 Filing Party: AIMCO Properties, L.P.
Form or Registration No.: Schedule TO/13E-3 Date Filed: February 16, 2005
[ ] 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:
[X] third-party tender offer subject to Rule 14d-1
[ ] issuer tender offer subject to Rule 13e-4
[X] 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: [ ]
2
AMENDMENT NO. 1 TO SCHEDULE TO
This Amendment No. 1 amends and supplements the Tender Offer Statement
and Rule 13e-3 Transaction Statement on Schedule TO initially filed on February
16, 2005 (the "Schedule TO"). This Amendment No. 1 relates to the offer by AIMCO
Properties, L.P., a Delaware limited partnership, to purchase units of limited
partnership interest ("Units") of Century Properties Fund XIV, a California
limited partnership (the "Partnership"), at a price of $16.23 per unit in cash,
subject to the conditions set forth in the Offer to Purchase dated February 16,
2005 and in the related Letter of Transmittal (which, together with any
supplements or amendments, collectively constitute the "Offer"). Copies of the
Offer to Purchase and the Letter of Transmittal are filed with the Schedule TO
as Exhibits (a)(1) and (a)(2), respectively. The item numbers and responses
thereto below are in accordance with the requirements of Schedule TO. Unless
defined herein, capitalized terms used and not otherwise defined herein have the
respective meanings ascribed to such terms in the Offer to Purchase.
On March 15, 2005, AIMCO Properties, L.P. mailed a letter to the
holders of Units of the Partnership and issued a press release announcing the
extension of the expiration date of the Offer from midnight, New York City time,
on March 17, 2005, to midnight, New York City time, on March 28, 2005. Copies of
the press release and letter have been filed as Exhibits(a)(4) and (a)(5),
respectively, to this Amendment No. 1.
3
ITEM 12. EXHIBITS.
Item 12 of the Schedule TO is amended and supplemented as follows:
(a)(4) Press Release, dated March 15, 2005.
(a)(5) Letter, dated March 15, 2005, from AIMCO Properties, L.P. to
the limited partners of Century Properties Fund XIV.
(a)(6) Letter of Transmittal and related Instructions (Exhibit(a)(2)
to Century Properties Fund XIV's Schedule TO, filed with the
Securities and Exchange Commission on February 16, 2005, is
incorporated herein by reference).
4
SIGNATURE
After due inquiry and to the best of its knowledge and belief, the
undersigned hereby certify that the information set forth in this statement is
true, complete and correct.
Date: March 15, 2005
AIMCO PROPERTIES, L.P.
By: AIMCO-GP, INC.
Its General Partner
By: /s/ Martha L. Long
----------------------------
Martha L. Long
Senior Vice President
APARTMENT INVESTMENT AND
MANAGEMENT COMPANY
By: /s/ Martha L. Long
----------------------------
Martha L. Long
Senior Vice President
AIMCO-GP, INC.
By: /s/ Martha L. Long
----------------------------
Martha L. Long
Senior Vice President
FOX CAPITAL MANAGEMENT
CORPORATION
By: /s/ Martha L. Long
----------------------------
Martha L. Long
Senior Vice President
5
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
----------- -----------
(a)(4) Press Release, dated March 15, 2005.
(a)(5) Letter, dated March 15, 2005, from AIMCO Properties, L.P. to the
limited partners of Century Properties Fund XIV.
(a)(6) Letter of Transmittal and related Instructions (Exhibit (a)(2) to
Century Properties Fund XIV's Schedule TO, filed with the
Securities and Exchange Commission on February 16, 2005, is
incorporated herein by reference).
6
EX-99.(A)(4)
2
d18172a1exv99wxayx4y.txt
PRESS RELEASE
CONTACT: The Altman Group, Inc.
(800) 467-0821 (toll free)
FOR IMMEDIATE RELEASE
AIMCO PROPERTIES, L.P. ANNOUNCES EXTENSION OF TENDER OFFERS
DENVER, COLORADO, March 15, 2005 - As previously announced,
AIMCO Properties, L.P. is offering to purchase units of limited partnership
interest in the partnerships set forth below, subject to the terms of the
respective Offers to Purchase (as amended and supplemented, the "Offers"). AIMCO
Properties, L.P. has now extended the expiration date of each of the Offers to
midnight, New York City time, on March 28, 2005. The Offers were previously
scheduled to expire at midnight, New York City time, on March 17, 2005. AIMCO
Properties, L.P. has reported, based on information provided by the Information
Agent for the Offers, that as of the close of business on March 14, 2005, the
approximate number of units set forth below had been tendered pursuant to each
of the Offers.
Name of Partnership Number of Units Tendered
------------------------------------- ------------------------
Century Properties Fund XIV 232
Century Properties Fund XV 1,119
Century Properties Fund XIX 1,825
Century Properties Growth Fund XXII 1,848
Davidson Growth Plus, L.P. 236.25
Davidson Income Real Estate, L.P. 418
Fox Strategic Housing Income Partners 373
National Property Investors III 85
For further information, please contact The Altman Group, Inc.
at (800) 467-0821 (toll free), which is acting as the Information Agent for the
Offers.
EX-99.(A)(5)
3
d18172a1exv99wxayx5y.txt
LETTER
AIMCO
AIMCO PROPERTIES, L.P.
c/o The Altman Group, Inc.
P.O. Box 238
Lyndhurst, NJ 07071
(800) 467-0821
AN IMPORTANT REMINDER
March 15, 2005
Dear Limited Partner:
We recently mailed you tender offer documents offering to purchase your
units of limited partnership interest in Century Properties Growth Fund XIV for
$16.23 per unit in cash. Our offer was made upon the terms and subject to the
conditions set forth in the Offer to Purchase, dated February 16, 2005, and in
the related Letter of Transmittal (collectively, together with any supplements
or amendments, our "Offer").
WE HAVE EXTENDED OUR OFFER UNTIL MIDNIGHT, NEW YORK CITY TIME, ON MARCH
28, 2005, AND HAVE ISSUED A PRESS RELEASE ANNOUNCING THE EXTENSION. Our Offer
was previously scheduled to expire on March 17, 2005.
Our Offer provides you with an opportunity to:
- GAIN LIQUIDITY FOR YOUR INVESTMENT WHICH YOU MAY NOT HAVE HAD
PREVIOUSLY, AND
- TO ELIMINATE THE COST AND RECORD KEEPING ASSOCIATED WITH LIMITED
PARTNERSHIP TAX REPORTING.
If you retain your units, you will continue to be a limited partner. If
you elect to remain in the partnership until termination, you will continue to
participate in the partnership distributions, if any, and the tax effects of the
partnership's results.
Please remember, that to accept our Offer, you must complete and sign the
enclosed Letter of Transmittal in accordance with its instructions, which must
be received by our information agent, The Altman Group, Inc., by March 28, 2005.
If you have already tendered your units, you need not do anything at this time.
If you have any questions, please contact the Information Agent, toll
free, at (800) 467-0821.
Sincerely,
AIMCO Properties, L.P.