-----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, F+sfGUdMSBAhpWBZNadRn4QVJrK2DBNSPFrLuJ4ZiOZod1LuUNkSmjMUJF9SICy6 NHGKTjiB7JueHeNut2026g== 0000950136-98-001441.txt : 19980814 0000950136-98-001441.hdr.sgml : 19980814 ACCESSION NUMBER: 0000950136-98-001441 CONFORMED SUBMISSION TYPE: SC 14D1/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19980813 SROS: NONE GROUP MEMBERS: COOPER RIVER PROPERTIES LLC GROUP MEMBERS: COOPER RIVER PROPERTIES, L.L.C. GROUP MEMBERS: INSIGNIA FINANCIAL GROUP, INC. GROUP MEMBERS: INSIGNIA PROPERTIES TRUST GROUP MEMBERS: INSIGNIA PROPERTIES, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ANGELES INCOME PROPERTIES LTD III CENTRAL INDEX KEY: 0000720460 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 953903984 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 14D1/A SEC ACT: SEC FILE NUMBER: 005-54485 FILM NUMBER: 98686495 BUSINESS ADDRESS: STREET 1: ONE INSIGNIA FINANCIAL PLZ STREET 2: PO BOX 1089 CITY: GREENVILLE STATE: SC ZIP: 29602 BUSINESS PHONE: 8032391000 MAIL ADDRESS: STREET 1: ONE INSIGNIA FINANCIAL PLAZA STREET 2: P.O. BOX 1089 CITY: GREENVILLE STATE: SC ZIP: 29602 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: COOPER RIVER PROPERTIES LLC CENTRAL INDEX KEY: 0001066016 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 14D1/A BUSINESS ADDRESS: STREET 1: ONE INSIGNIA PLAZA STREET 2: P O BOX 19059 CITY: GREENVILLE STATE: SC ZIP: 29602 BUSINESS PHONE: 2128788022 MAIL ADDRESS: STREET 1: ONE INSIGNIA FINANCIAL PLAZA STREET 2: P O BOX 19059 CITY: GREENVILLE STATE: SC ZIP: 29602 SC 14D1/A 1 SCHEDULE 14D-1/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------------------ SCHEDULE 14D-1/A TENDER OFFER STATEMENT PURSUANT TO SECTION 14(d)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1) ------------------------------------ ANGELES INCOME PROPERTIES, LTD. III (Name of Subject Company) COOPER RIVER PROPERTIES, L.L.C. INSIGNIA PROPERTIES, L.P. INSIGNIA PROPERTIES TRUST INSIGNIA FINANCIAL GROUP, INC. (Bidders) UNITS OF LIMITED PARTNERSHIP INTEREST (Title of Class of Securities) NONE (Cusip Number of Class of Securities) ------------------------------------ JEFFREY P. COHEN SENIOR VICE PRESIDENT INSIGNIA FINANCIAL GROUP, INC. 375 PARK AVENUE SUITE 3401 NEW YORK, NEW YORK 10152 (212) 750-6070 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications on Behalf of Bidders) COPY TO: JOHN A. HEALY, ESQ. ROGERS & WELLS 200 PARK AVENUE NEW YORK, NEW YORK 10166 (212) 878-8000 ------------------------------------ This Amendment No. 1 amends and supplements the Tender Offer Statement on Schedule 14D-1 originally filed with the Commission on August 12, 1998 (the "Statement") by Cooper River Properties, L.L.C. (the "Purchaser"), Insignia Properties, L.P., Insignia Properties Trust and Insignia Financial Group, Inc., relating to the tender offer of the Purchaser to purchase up to 30,000 of the outstanding units of limited partnership interest (the "Units") of Angeles Income Properties, Ltd. III at a purchase price of $75 per Unit, net to the seller in cash, upon the terms and subject to the conditions set forth in the Offer to Purchase dated August 12, 1998 (the "Offer to Purchase") and the related Assignment of Partnership Interest (which, together with any supplements or amendments, collectively constitute the "Offer"). Capitalized terms used but not defined herein have the meanings ascribed to them in the Offer to Purchase and the original Statement. This amendment hereby supplements Exhibit (z)(1) to the original Schedule 14D-1 to include the summary appraisal for Poplar Square Shopping Center referenced in Section 13 ("Background of the Offer") of the Offer to Purchase. ITEM 11. MATERIAL TO BE FILED AS EXHIBITS. (z)(1) Summaries of appraisals referred to in the Offer to Purchase in Section 13 ("Background of the Offer"). 2 SIGNATURE After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: August 13, 1998 COOPER RIVER PROPERTIES, L.L.C. By: /s/ JEFFREY P. COHEN ----------------------------- Jeffrey P. Cohen Manager INSIGNIA PROPERTIES, L.P. By: Insignia Properties Trust, its General Partner By: /s/ JEFFREY P. COHEN ----------------------------- Jeffrey P. Cohen Senior Vice President INSIGNIA PROPERTIES TRUST By: /s/ JEFFREY P. COHEN ----------------------------- Jeffrey P. Cohen Senior Vice President INSIGNIA FINANCIAL GROUP, INC. By: /s/ FRANK M. GARRISON ----------------------------- Frank M. Garrison Executive Managing Director 3 EX-99.(Z)(1) 2 APPRAISALS Mr. John Lemmon April 14, 1998 IFGP Corporation One Insignia Financial Plaza Greenville, SC 29602 Reference: Update Appraisal of Poplar Square, located at 2300-2366, 2380 Poplar Drive, Medford, Jackson County, Oregon. Dear Mr. Lemmon: In accordance with the engagement letter dated March 31, 1997, I have appraised the above captioned property as of April 2, 1998. The purpose of this report is to estimate the market value of the leased fee interest in the subject real estate. The function of this appraisal is to serve as an update to the limited summary report performed by KTR on August 21, 1995 and the subsequent updates on February 25, 1996 and April 21, 1997. Supporting documentation of the analysis and conclusions has been retained in my files and may be reviewed upon request. Briefly described, the subject consists of a 10.49-acre parcel located on the east side of Poplar Drive and the south side of Hinton Road. The site is irregular in shape, level and at grade with the fronting streets. It is fully serviced with all typical public utilities and zoned for regional commercial development. In 1984, the site was improved with a 166,274 square foot community shopping center. The subject comprises 118,474 square feet of the improvements, as one of the anchor stores, G.I. Joes, is not included within the property under appraisal. The center's occupancy is 93% overall, 90% for the subject's portion. Recent leasing has been good, with seven out of the last eight expiring tenants retained on renewals, and one new lease. One small tenant recently failed mid-term. Ross is in the middle of its first option from March 1996 through February 2001. Near term exposure to vacancy is therefore below average. The report has been prepared in conformance with and is subject to the Code of Professional Ethics and Standards of Professional Appraisal Practice as promulgated by the Appraisal Foundation. In addition, this report complies with the Appraisal Standards as set forth in the Financial Institutions Reform, Recovery, and Enforcement Act of 1989 (FIRREA). The estimated marketing period to sell the subject property, assuming it is placed on the market at the value estimate concluded herein, is 6 to 12 months. April 14, 1998 Mr. John Lemmon Page 2 Based upon the research and analysis of data, which has been considered in connection with this report, it is my opinion that the market value of the leased fee interest in the subject real estate, as of April 2, 1998 is: EIGHT MILLION TWO HUNDRED FIFTY THOUSAND DOLLARS ($8,250,000) Respectfully submitted, KOEPPEL TENER REAL ESTATE SERVICES, INC. By -------------------------------------- Andrew T. Robinson, MAI -----END PRIVACY-ENHANCED MESSAGE-----