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SCHEDULE 14A INFORMATION AMERICAN REPUBLIC REALTY FUND I
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant Q
Filed by a Party other than the Registrant ¨
Check the appropriate box:
¨
Preliminary Consent Revocation Statement
¨
Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
¨
Definitive Consent Revocation Statement
ý
Definitive Additional Materials
¨
Soliciting Material Pursuant to Sec. 240.14a-12
AMERICAN REPUBLIC REALTY FUND I
(Name of Registrant as Specified in Its Charter)
Payment of Filing Fee (Check the appropriate box):
Q
No fee
¨
Fee computed on table below per Exchange Act Rules 14a-6(i)(1) 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:
2800 N. Dallas Parkway, Suite 100
Plano, Texas 75093
January 3, 2007
As a Limited Partner of American Republic Realty Fund I (the "Partnership"), you recently received correspondence from Mackenzie Patterson Fuller, Inc. ("MPF"), a California securities firm and minority owner of the Partnership. We believe that MPF's letter, urging you to vote in favor of the solicitation by Everest/Millenium to remove your General Partner, is misleading and omits information important to the Limited Partners.
You should know that MPF essentially engages in the same enterprise as Everest/Millenium: acquiring real estate partnership interests at substantial discounts in order to acquire interests in valuable real estate properties at a fraction of their true value. They can hardly be considered an objective Limited Partner looking after the best long-term interests of their fellow partners. In light of this, it is worth pondering their motives.
MPF and Everest/Millenium have omitted to discuss important information such as:
Your General Partner over the years has advanced more than $3,000,000 to the Partnership during critical times when depressed values and a bleak future made repayment by the Partnership problematic at best. Neither MPF nor Everest/Millenium promises to invest their cash in the properties if necessary. Your General Partner has proven under the most difficult circumstances his willingness to stand by and beyond his commitments. Now that the properties are operating successfully, with one on the verge of being sold at a very attractive price, Everest/Millenium is offering to solve nonexistent problems with phantom solutions. MPF and Everest/Millenium have made many unsubstantiated claims and allegations, but few reasons for changing your General Partner.
If you have not voted, or you have voted in favor of Everest/Millenium's solicitation, your General Partner urges you to complete and sign the enclosed GREEN Consent Revocation Card and mail it in the enclosed envelope or fax it to 972-836-8033.
If you would like additional copies of the Partnership's Consent Revocation Statement previously sent to you that explains in more detail the Partnership's position, or you have any questions or need assistance in voting your GREEN Consent Revocation Card, please call 972-836-8000 or toll free 800-966-2787.
American Republic Realty Fund I
Consent Revocation Card
Solicited on behalf of American Republic Realty Fund I in opposition to the solicitation by Everest Management, LLC and Everest Properties II, LLC.
The undersigned, a limited partner of AMERICAN REPUBLIC REALTY FUND I (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 the following proposal.
The General Partner of the Partnership Recommends that you choose "REVOKE CONSENT" for the item below.
1. Removal of the General Partner of the Partnership.
[ ] Revoke Consent [ ] Do Not Revoke Consent [ ] ABSTAIN
This Consent Revocation Card will be voted in accordance with the undersigned Limited Partner's specifications hereon. In the absence of such specifications, this Consent Revocation Card will be deemed to revoke all previously executed consents on the Everest proposal set forth in the Consent Revocation Statement.
Please sign, date and mail this Consent Revocation Card today in the enclosed pre-addressed, postage-paid return envelope. If you have access to a fax machine, please fax your GREEN CARD to 972-836-8033, attention: Christy Cowling.
Please sign your name below exactly as it appears on the Partnership's records. If your Partnership units 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 general partner.
Dated: __________________, 2007
(You must fill in the date) __________________________________________________
Signature
__________________________________________________
Title
__________________________________________________
Signature (if held jointly)
Please sign, date and return this Consent Revocation Card promptly. If you have any questions or need assistance, please call 972-836-8000 or toll free 800-966-2787.