-----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, SSfmhnOHsTrJgoA8UmUaxAg7FrWkIpnrIKAKz9aYSchKOljDLUahdHgWQ/yFdpoJ 3ybk9IqOc15AeH75l3i4AQ== 0001011723-00-000008.txt : 20000202 0001011723-00-000008.hdr.sgml : 20000202 ACCESSION NUMBER: 0001011723-00-000008 CONFORMED SUBMISSION TYPE: SC 14D9 PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20000114 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MCNEIL REAL ESTATE FUND XX L P CENTRAL INDEX KEY: 0000750334 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 330050225 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 14D9 SEC ACT: SEC FILE NUMBER: 005-48310 FILM NUMBER: 507948 BUSINESS ADDRESS: STREET 1: 13760 NOEL RD STE 600 LB70 CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: 9724485800 MAIL ADDRESS: STREET 1: 13760 NOEL ROAD SUITE 600 LB 70 STREET 2: 13760 NOEL ROAD SUITE 600 LB 70 CITY: DALLAS STATE: TX ZIP: 75240 FORMER COMPANY: FORMER CONFORMED NAME: SOUTHMARK INCOME INVESTORS LTD DATE OF NAME CHANGE: 19920413 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MACKENZIE PATTERSON INC CENTRAL INDEX KEY: 0001102946 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 680151215 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 14D9 BUSINESS ADDRESS: STREET 1: 1640 SCHOOL STREET SUITE 100 CITY: MORAGOS STATE: CA ZIP: 94556 BUSINESS PHONE: 9256319100 SC 14D9 1 INITIAL FILING SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----------------------- SCHEDULE 14D-9 Solicitation/Recommendation Statement Pursuant to Section 14(d)(4) of the Securities Exchange Act of 1934 ----------------------- MCNEIL REAL ESTATE FUND XX, L.P. (Name of Subject Company) MacKENZIE PATTERSON, INC. (Name of Person Filing Statement) UNITS OF LIMITED PARTNERSHIP INTEREST (Title of Class of Securities) NONE (CUSIP Number of Class of Securities) ----------------------- Copy to: Christine Simpson Paul J. Derenthal, Esq MacKenzie Patterson, Inc. Derenthal & Dannhauser 1640 School Street One Post Street, Suite 575 Moraga, California 94556 San Francisco, California 94104 (925) 631-9100 (415) 981-4844 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications on Behalf of Bidder) Item 1. Security and Subject Company. The name of the subject company is McNeil Real Estate Fund XX, L.P., a California limited partnership (the "Partnership"), which has its principal executive offices at 13760 Noel Road, Suite 600, LB70, Dallas, Texas 75240. Item 2. Tender Offer of the Bidder. This Schedule 14D-9 relates to the offer by Bond Purchase, L.L.C., a Missouri limited liability company (the "Purchaser"), to purchase all of the issued and outstanding units of limited partnership interest ("Units") of the Partnership at $100 per Unit less the amount of any distributions declared or made with respect to the Units between December 31, 1999 and the date of payment of the purchase price (the "Purchase Price") for the Units by the Purchaser, net to the seller in cash, without interest thereon, upon the terms and subject to the conditions set forth in the Offer to Purchase dated January 13, 2000 (the "Offer to Purchase") and the related Letter of Transmittal, copies of which are attached the Purchaser's Schedule 14D-1 as Exhibits (a)(1) and (a)(2), respectively. According to its Schedule 14D-1, the Purchaser's address is 1100 Main, Suite 2100, Kansas City, MO 64105 Item 3. Identity and Background. (a)-(b) MacKenzie Patterson, Inc., a California corporation ("MPI") is the person filing this statement on Schedule 14D-9. Its address is 1640 School Street, Moraga, California 94556. Eight investment entities managed and/or affiliated with MPI own an aggregate of 2,969.5 Units, or approximately 6% of the outstanding Units. Item 4. The Solicitation or Recommendation. (a)-(b) See the discussion in Exhibit (a)(1) Letter to Unit Holders dated January 14, 2000, which is incorporated herein by reference. Item 5. Persons Retained, Employed or To Be Compensated. None Item 6. Recent Transactions and Intent with Respect to the Subject Company's Securities. See the discussion in Exhibit (a)(1) Letter to Unit Holders dated January 14, 2000, which is incorporated herein by reference. Item 7. Certain Negotiations and Transactions By the Subject Company. Not applicable. Item 8. Additional Information to be Furnished None. Item 9. Material to be Filed as Exhibits. (a)(1) Form of Letter to Unit Holders dated January 14, 2000 (b)-(c) Not applicable. 2 SIGNATURES 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: January 14, 2000 MACKENZIE PATTERSON, INC. By: /s/ CHRISTINE SIMPSON Christine Simpson, Vice President 3 EXHIBIT INDEX Exhibit Description Page (a)(1) Form of Letter to Unit Holders dated January 14, 2000 EX-99.1 2 LETTER TO UNITHOLDERS Exhibit (a)(1) January 14, 2000 To: McNeil Real Estate Fund XX Investors From: MacKenzie Patterson, Inc. Re: Tender Offer by Bond Purchase, LLC Dear Fellow Investor: MacKenzie Patterson, Inc. and its affiliates currently own approximately 6% of the outstanding units of McNeil Real Estate Fund XX. We believe that our interests are aligned with you as investors. We would like to see the partnership liquidated, or our units purchased, at the highest possible price and in the shortest time period. We believe that investors have been more than patient with management and that it is time to close this investment down, but we don't think liquidation at just any price is justified. McNeil currently has an offer to liquidate the partnership for a final distribution of approximately $92 per unit conditioned upon a majority approval of the limited partners to liquidate. Bond Purchase, LLC has made an offer to purchase 100% of the outstanding units for a firm price of $100 per unit, conditioned upon receiving tender of at least 25% of the Units and defeat of the current McNeil/Whitehall proposal. It is very clear to us as investors that the Bond Purchase offer is superior for several reasons. First, the Bond offer is at a price approximately 8.7% higher than the McNeil proposal. Second, choosing liquidation as proposed by McNeil forces ALL investors to liquidate, even those who would oppose a sale at either of these prices. Third, investors who choose to hold their investment for economic or tax reasons would have the option of doing so if the Bond Purchase offer prevails, simply by not tendering their units, but will be forced to liquidate if the McNeil/Whitehall proposal succeeds. Fourth, we believe the questions raised by McNeil as to whether Bond has the financial means to complete its obligations are unwarranted: Bond has disclosed that it placed the necessary capital in an escrow account for the sole purpose of purchasing McNeil XX units. Fifth, with either offer, investors who choose to sell their units will receive payment in either January or February. We believe the value of McNeil XX Units is greater than $100, and so do not currently intend to tender our Units to Bond or to vote on the McNeil/Whitehall proposal, though we reserve the right to analyze future developments and change our determination. However, we strongly encourage those investors who choose to sell their Units to accept the higher Bond Purchase price of $100 per unit. Those who wish to continue their investment should take no action with respect to either the Bond offer or McNeil's Whitehall proposal. Sincerely, MacKenzie Patterson, Inc. -----END PRIVACY-ENHANCED MESSAGE-----