-----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, K3+LLE0r8bjZbLCLYahIUtSVQCF+4X7Jphz6VGRlCeZ/WgvY/3mMYqlOugHWRGj9 TP/GK00o0gr8SGJr0sdVZw== 0000950134-08-013327.txt : 20080725 0000950134-08-013327.hdr.sgml : 20080725 20080725145343 ACCESSION NUMBER: 0000950134-08-013327 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080725 DATE AS OF CHANGE: 20080725 EFFECTIVENESS DATE: 20080725 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NATIONAL PROPERTY INVESTORS 8 /CA/ CENTRAL INDEX KEY: 0000763701 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 133254885 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 000-14554 FILM NUMBER: 08970649 BUSINESS ADDRESS: STREET 1: 55 BEATIE PLACE STREET 2: P O BOX 1089 CITY: GREENVILLE STATE: SC ZIP: 29602 BUSINESS PHONE: 8642391000 MAIL ADDRESS: STREET 1: 5 BEATTIE PLACE STREET 2: P O BOX 1089 CITY: GREENVILLE STATE: SC ZIP: 29602 FORMER COMPANY: FORMER CONFORMED NAME: NPI EQUITY INVESTMENTS INC DATE OF NAME CHANGE: 19940202 FORMER COMPANY: FORMER CONFORMED NAME: INTEGRATED RESOURCES NATIONAL PROPERTY INVESTORS 8 DATE OF NAME CHANGE: 19920901 FORMER COMPANY: FORMER CONFORMED NAME: INTERGRATED RESOURCES NATIONAL PROPERTY INVESTORS 8 DATE OF NAME CHANGE: 19910402 DEFA14A 1 d58734defa14a.htm DEFINITIVE ADDITIONAL MATERIALS defa14a
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
(Amendment No. __)
Filed by the Registrant þ
Filed by a Party other than the Registrant o
Check the appropriate box:
o   Preliminary Proxy Statement
o   Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
o   Definitive Proxy Statement
þ   Definitive Additional Materials
o   Soliciting Material Pursuant to Section 240.14a-12
 
National Property Investors 8
 
(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):
þ   No fee required.
 
o   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:
 
     
     
 
o   Fee paid previously with preliminary materials.
 
o   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:
 
     
     
 

 

NATIONAL PROPERTY INVESTORS 8
c/o The Altman Group, Inc.
1200 Wall Street
3rd Floor
Lyndhurst, NJ 07071
(800) 217-9608 (toll-free telephone)
(201) 460-0050 (facsimile)
July 25, 2008
 
NOTICE OF EXTENSION OF SOLICITATION PERIOD
 
Dear Limited Partner:
     Notice is hereby given that the expiration of the solicitation period for which we are soliciting your consent to amend the Amended and Restated Certificate of Limited Partnership and Partnership Agreement (the “Partnership Agreement”) of National Property Investors 8, a California limited partnership (your “Partnership”), to extend the term of your Partnership from December 31, 2008 to December 31, 2021, has been extended from 5:00 p.m., New York City time, on July 28, 2008, to 5:00 p.m., New York City time, on August 11, 2008.
     The background, terms of, and reasons for the Amendment are included in your Partnership’s Consent Solicitation Statement dated July 8, 2008 (the “Consent Solicitation Statement”). At this time, the Partnership currently does not believe it is in the best interests of the partners to sell Huntington Athletic Club, a 212-unit apartment complex located in Morrisville, North Carolina, which sale would be required if the term of the Partnership is not extended beyond the maturity date of the existing mortgage indebtedness on the property (or the expected new mortgage indebtedness, which is also expected to include this extension of the term of the Partnership).
     The solicitation period is being extended to permit the Solicitation Agent, The Altman Group, Inc., additional time to solicit the number of votes required to approve the amendment to the Partnership Agreement (the “Amendment”). Pursuant to the Partnership Agreement, the consent of the limited partners who own more than 50% of all outstanding units of limited partnership interest in the Partnership (“Units”) is required to approve the Amendment. As described more fully in the Consent Solicitation Statement, the Amendment will be approved if limited partners (other than Aimco Properties, L.P., Aimco IPLP, L.P., and their affiliates (collectively, “Aimco”)) owning at least 2,895, or approximately 6.45%, of the outstanding Units, consent to the Amendment.
     As of July 23, 2008, with respect to the Units held by limited partners other than Aimco, approximately 1,348 Units have consented to the Amendment, 1,896 Units have withheld consent and 271 Units have abstained. Therefore, approximately 1,547 additional Units held by limited partners other than Aimco must consent to the Amendment for it to be approved. It is extremely important that you vote your Units, especially if you want the amendment to be approved and the term of the Partnership to be extended. If you have not already voted, please take the time to do so now by completing and returning the enclosed consent card to The Altman Group, Inc. in the postage-paid envelope provided.
     Questions or requests for additional copies of the Consent Solicitation Statement may be directed to The Altman Group, Inc. at its address set forth above.
         
  Very truly yours,
 		  
     
  NPI EQUITY INVESTMENTS, INC.   
     

 

 

         
NATIONAL PROPERTY INVESTORS 8
CONSENT OF LIMITED PARTNER
     This consent is solicited by NPI Equity Investments, Inc., a Florida corporation and the managing general partner (the “Managing General Partner”) of National Property Investors 8, a California limited partnership (the “Partnership”). AS A RESULT OF ITS CONFLICTS OF INTEREST WITH THE LIMITED PARTNERS, THE MANAGING GENERAL PARTNER MAKES NO RECOMMENDATION WITH RESPECT TO THE PROPOSED AMENDMENT TO THE PARTNERSHIP AGREEMENT. This Consent Form when properly executed will be voted in the manner directed herein by the undersigned. IF NO ELECTION IS SPECIFIED WITH RESPECT TO THE PROPOSAL, ANY OTHERWISE PROPERLY COMPLETED AND SIGNED CONSENT FORM WILL BE DEEMED TO BE A CONSENT TO THE PROPOSAL.
     TO SAVE THE PARTNERSHIP ADDITIONAL VOTE SOLICITATION EXPENSES, PLEASE SIGN, DATE AND RETURN THIS PROXY PROMPTLY USING THE ENCLOSED POSTAGE-PAID ENVELOPE.
     The undersigned limited partner of the Partnership, acting with respect to all limited partnership units held of record by the undersigned on July 3, 2008, hereby consents, withholds consent or abstains, with respect to the proposal specified below and more fully described in the Consent Solicitation Statement, dated July 8, 2008 (the “Consent Solicitation Statement”). All capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Consent Solicitation Statement.
     
PROPOSAL:
  Approval of Amendment to the Partnership Agreement to extend the term of Partnership until the 31st day of December, 2021.
 
    
 
  o Consent
 
    
 
  o Withhold Consent
 
    
 
  o Abstain
     The undersigned hereby constitutes and appoints the Managing General Partner of the Partnership as his or her attorney-in-fact for the purposes of executing any and all documents and taking any and all actions necessary to implement the actions set forth above.
     Date:                                         
         
     
     
  Type or Print Name or Individual or Entity   
     
  By:      
    Signature   
       
     
  Type or Print Name of Person Signing   
     
     
  Capacity   
     
     
  Tax Identification or Social Security Number   
     
     
  Telephone Number   
     

 

 

         
     Please sign exactly as you hold your interest in the Partnership. When signing as an attorney-in-fact, executors, administrator, trustee or guardian, please give your full title. If an interest is jointly held, each holder should sign. If a corporation, please sign in full corporate name by a duly authorized officer. If a partnership, please sign in partnership name by a duly authorized person.
     A fully completed, signed and dated consent form should be sent by hand, by mail or by overnight courier to The Altman Group, Inc., 1200 Wall Street, 3rd Floor, Lyndhurst, New Jersey 07071, or by facsimile at (201) 460-0050. The consent solicitation will expire, and all consent forms must be received by 5:00 p.m., New York City time, on August 11, 2008, unless extended.

 

-----END PRIVACY-ENHANCED MESSAGE-----