-----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, QdcVZoswTiRe0WyxcgD5+bnMRcxx4/k4Wk+bSl7nIkRuD/yjYDmhSqVSd5WlTIBG 7OPejO/5qpcvq8D2nDehmA== 0001095811-01-502871.txt : 20010621 0001095811-01-502871.hdr.sgml : 20010621 ACCESSION NUMBER: 0001095811-01-502871 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010620 FILER: COMPANY DATA: COMPANY CONFORMED NAME: REAL ESTATE ASSOCIATES LTD III CENTRAL INDEX KEY: 0000318986 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 953547611 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: SEC FILE NUMBER: 000-10673 FILM NUMBER: 1664042 BUSINESS ADDRESS: STREET 1: 9090 WILSHIRE BLVD STREET 2: STE 201 CITY: BEVERLY HILLS STATE: CA ZIP: 90211 BUSINESS PHONE: 3102782192 MAIL ADDRESS: STREET 1: 9090 WILSHIRE BLVD STREET 2: STE 201 CITY: BEVERLY HILLS STATE: CA ZIP: 90211 DEFA14A 1 a73599dadefa14a.txt DEFINITIVE ADDITIONAL PROXY MATERIAL 1 SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [ ] Definitive Proxy Statement [X] Definitive Additional Materials [ ] Soliciting Material Pursuant to Section 240.14a-11(c) or Section 240.14a-12 REAL ESTATE ASSOCIATES LIMITED III - -------------------------------------------------------------------------------- (Name of Registrant as Specified In Its Charter) - -------------------------------------------------------------------------------- (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): [X] Fee not required. [ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. (1) Title of each class of securities to which transaction applies: --------------------------------------------------------------------- (2) Aggregate number of securities to which transaction applies: --------------------------------------------------------------------- (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined): --------------------------------------------------------------------- (4) Proposed maximum aggregate value of transaction: --------------------------------------------------------------------- (5) Total fee paid: --------------------------------------------------------------------- [ ] Fee paid previously with preliminary materials. [ ] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount Previously Paid: --------------------------------------------------------------------- (2) Form, Schedule or Registration Statement No.: --------------------------------------------------------------------- (3) Filing Party: --------------------------------------------------------------------- (4) Date Filed: --------------------------------------------------------------------- 2 REAL ESTATE ASSOCIATES LIMITED III 9090 WILSHIRE BOULEVARD BEVERLY HILLS, CALIFORNIA 90211 WARNING June 20, 2001 Dear Limited Partners: Bond Purchase, L.L.C. claims that it may be close to seizing control of your Partnership and its assets, and it is now more important than ever to act. DO NOT SIGN ANY BLUE CONSENT CARD OR OTHER MATERIALS YOU MAY RECEIVE FROM BOND PURCHASE. INSTEAD, PLEASE SIGN, DATE AND PROMPTLY MAIL YOUR WHITE REVOCATION OF CONSENT CARD. PLEASE ACT TODAY TO PROTECT THE VALUE OF YOUR INVESTMENT FROM THIS "VULTURE FUND." WHEN WILL IT END? It has been over seven months since Bond Purchase filed its first consent solicitation materials on November 8, 2000, yet it still refuses to end this expensive, hostile solicitation and has extended the deadline -- for the 4th time -- to July 2, 2001. Unfortunately, we have no other choice but to continue to solicit your revocation of consent so that you can ensure Bond Purchase does not liberate for itself the value of your investment. DO NOT SIGN ANY BLUE CONSENT CARD We warn you against allowing Bond Purchase to act for you and caution you not to be misled by its materials. If you sign the dissident's BLUE consent card, you may inadvertently appoint Bond Purchase as your attorney-in-fact, giving it your permission to execute any documents and take any actions to implement its proposals. We urge you not to sign any materials you receive from Bond Purchase. DO NOT GIVE BOND PURCHASE AUTHORITY TO SIGN DOCUMENTS ON YOUR BEHALF. We urge you to consider the facts: - Your General Partners have determined to distribute to the limited partners up to $3 million of your Partnership's cash reserves by year end to the extent not otherwise utilized prior to that time. DO NOT BE MISLED BY BOND PURCHASE'S CLAIMS AND DO NOT ALLOW IT TO CONTROL YOUR PARTNERSHIP'S CASH RESERVES. - Your General Partners have been successful in managing your Partnership and its assets. From the Partnership's inception through 1990, the limited partners obtained tax benefits in excess of their investments. In 3 1998, we sold our interest in many real estate assets and in March 1999, we made a cash distribution to the limited partners of more than $6.8 million. We continue our efforts to negotiate with appropriate parties to sell or refinance our remaining interests in real estate assets, to bring the maximum value to all of our limited partners. DO NOT BE MISLED BY BOND PURCHASE'S SELF-SERVING AGENDA. WE URGE YOU NOT TO SIGN ANY BLUE CONSENT CARD OR OTHER MATERIALS YOU MAY RECEIVE FROM BOND PURCHASE. If you have not already done so, PLEASE FAX AND MAIL YOUR WHITE CONSENT REVOCATION CARD TODAY to: ACS Security Services Inc. 3988 No. Central Expressway Bldg. 5, Sixth Floor Dallas, TX 75204 Fax: (214) 887-7198 Attn: Shari Eastwood For your convenience, we have enclosed another consent revocation card for your use. Please fax and mail your WHITE consent revocation card at your convenience, so that it is received prior to July 2, 2001. Your vote can make a difference. PLEASE ACT NOW TO HELP PUT THIS SOLICITATION TO AN END. On behalf of your General Partners, thank you for your continued support. Very truly yours, National Partnership Investments Corp., Managing General Partner IF YOU HAVE ANY QUESTIONS OR NEED ASSISTANCE, PLEASE CALL D.F. KING & CO., INC., WHICH IS ASSISTING US IN THIS MATTER, AT 1-800-269-6427. THIS INFORMATION WAS FURNISHED ON BEHALF OF REAL ESTATE ASSOCIATES LIMITED III BY ITS GENERAL PARTNERS AND IS BEING MAILED TO LIMITED PARTNERS ON OR ABOUT JUNE 20, 2001. IMPORTANT INFORMATION ABOUT REAL ESTATE ASSOCIATES LIMITED III'S CONSENT REVOCATION SOLICITATION ARE CONTAINED IN THE DEFINITIVE CONSENT REVOCATION MATERIALS WHICH WERE MAILED TO YOU ON OR ABOUT MAY 21, 2001. YOU MAY OBTAIN A COPY OF REAL ESTATE ASSOCIATES LIMITED III'S CONSENT REVOCATION MATERIALS FILED ON FORM DEFC14A FREE OF CHARGE AT THE SECURITIES AND EXCHANGE COMMISSION'S WEB SITE AT HTTP://WWW.SEC.GOV. REAL ESTATE ASSOCIATES LIMITED III WILL ALSO PROVIDE YOU WITH A COPY OF ITS MATERIALS WITHOUT CHARGE. ------------------------ 2 4 CONSENT REVOCATION CARD REAL ESTATE ASSOCIATES LIMITED III THIS REVOCATION OF CONSENT IS SOLICITED BY REAL ESTATE ASSOCIATES LIMITED III IN OPPOSITION TO THE SOLICITATION BY BOND PURCHASE, LLC. The undersigned, a limited partner of Real Estate Associates Limited III (the "Partnership"), acting with respect to all of the limited partnership interests held by the undersigned, hereby revokes any and all consents that the undersigned may have given with respect to each of the following proposals: THE GENERAL PARTNERS OF THE PARTNERSHIP UNANIMOUSLY RECOMMEND THAT YOU "REVOKE CONSENT" FOR ITEMS 1 AND 2. 1. Removal of General Partners [ ] REVOKE CONSENT [ ] DO NOT REVOKE CONSENT 2. Continuation of the Partnership and election of new general partner, New G.P. [ ] REVOKE CONSENT [ ] DO NOT REVOKE CONSENT IF NO DIRECTION IS MADE, THIS CONSENT REVOCATION CARD WILL BE DEEMED TO REVOKE ALL PREVIOUSLY EXECUTED CONSENTS WITH RESPECT TO ANY OR ALL OF THE PROPOSALS SET FORTH HEREIN. PLEASE SIGN, DATE, FAX TO (214) 887-7198 ATTN: SHARI EASTWOOD AND MAIL THIS CONSENT REVOCATION CARD TODAY. Please sign your name below. If your interests are held jointly, each limited partner should sign. When signing as attorney, executor, administrator, trustee or guardian, please give full title as such. If a corporation, please sign in full corporate name by president or authorized officer. If a partnership, please sign in partnership name by authorized person. Dated: , 2001 -------------------------------------- Name: -------------------------------------- Title: -------------------------------------- Name (if held jointly): Title: PLEASE SIGN, DATE AND RETURN THIS CONSENT REVOCATION PROMPTLY. IF YOU HAVE ANY QUESTIONS OR NEED ASSISTANCE, PLEASE CALL D.F. KING & CO., INC. TOLL-FREE AT 1-800-249-6427. -----END PRIVACY-ENHANCED MESSAGE-----