0000950134-01-507062.txt : 20011010
0000950134-01-507062.hdr.sgml : 20011010
ACCESSION NUMBER: 0000950134-01-507062
CONFORMED SUBMISSION TYPE: SC TO-T/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20011005
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: 2000 SOUTH COLORADO BLVD.
STREET 2: SUITE 2-1000
CITY: DENVER
STATE: CO
ZIP: 80222-8101
BUSINESS PHONE: 3037578101
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: DREXEL BURNHAM LAMBERT REAL ESTATE ASSOCIATES II
CENTRAL INDEX KEY: 0000725646
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500]
IRS NUMBER: 133202289
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC TO-T/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-51697
FILM NUMBER: 1752940
BUSINESS ADDRESS:
STREET 1: 55 BEATTIE PLACE
STREET 2: P O BOX 1089
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
SC TO-T/A
1
d90336g3scto-ta.txt
AMENDMENT NO. 3 TO SC TO
1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE TO/A
TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE
SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 3)
(Final Amendment)
Drexel Burnham Lambert Real Estate Associates II
--------------------------------------------------------------------------------
(Name of Subject Company (Issuer))
AIMCO Properties, L.P. -- Offeror
--------------------------------------------------------------------------------
(Names of Filing Persons (Identifying Status as Offeror,
Issuer or Other Person))
Limited Partnership Units
--------------------------------------------------------------------------------
(Title of Class Securities)
None
--------------------------------------------------------------------------------
(CUSIP Number of Class Securities)
Patrick J. Foye
Executive Vice President
Apartment Investment And Management Company
Colorado Center, Tower Two
2000 South Colorado Boulevard, Suite 2-1000
Denver, Colorado 80222
(303) 757-8081
--------------------------------------------------------------------------------
(Name, address, and telephone numbers of person authorized
to receive notices and communications on behalf of filing persons)
Copy To:
Gregory M. Chait
Katherine M. Koops
Powell, Goldstein, Frazer & Murphy LLP
191 Peachtree Street, N.E., Sixteenth Floor
Atlanta, Georgia 30303
(404) 572-6600
Calculation of Filing Fee
Transaction valuation* Amount of filing fee
---------------------- --------------------
$1,855,163 $372**
* For purposes of calculating the fee only.
** Previously paid.
[ ] 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: $ Filing Party:
Form or Registration No.: Date Filed:
----------
[ ] 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 [ ] going-private transaction subject to
to Rule 14d-1 Rule 13e-3
[ ] issuer tender offer subject to [ ] amendment to Schedule 13D under Rule
Rule 13e-4 13d-2
Check the following box if the filing is a final amendment reporting the results
of the tender offer: [X]
2
TENDER OFFER STATEMENT
This is the Final Amendment to the Tender Offer Statement on Schedule
TO related to the tender offer by AIMCO Properties, L.P., a Delaware limited
partnership, to purchase outstanding units of limited partnership interest of
Drexel Burnham Lambert Real Estate Associates II, a New York limited partnership
(the "Partnership"), at a price of $67 per unit, subject to the conditions set
forth in the Offer to Purchase dated August 30, 2001, as supplemented September
24, 2001, and in the related Letter of Transmittal and Acknowledgment and
Agreement, which, as amended and supplemented, together constituted the tender
offer.
At midnight on September 28, 2001, the offer expired pursuant to its
terms. A total of 809 units, representing approximately 2.15% of the outstanding
units, were validly tendered and not withdrawn pursuant to the offer. AIMCO
Properties, L.P., has accepted for payment all of those units at a price of
$67 per unit.
3
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.
Date: October 5, 2001 AIMCO PROPERTIES, L.P.
By: AIMCO-GP, INC.
(General Partner)
By: /s/ Patrick J. Foye
--------------------------------------
Executive Vice President