-----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, Bfg48aXZjbnI43v6f+IQBNp0u/l5netPY1bSiQLNSmNsYTlrvnc7XKUWH1Mbmmpd FTUZ5ALphgOOx57297zgyg== 0000950134-98-009135.txt : 19981118 0000950134-98-009135.hdr.sgml : 19981118 ACCESSION NUMBER: 0000950134-98-009135 CONFORMED SUBMISSION TYPE: SC 14D1/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19981117 GROUP MEMBERS: APARTMENT INVESTMENT AND MANAGEMENT CO GROUP MEMBERS: COOPER RIVER PROPERTIES LLC GROUP MEMBERS: INSIGNIA PROPERTIES LP GROUP MEMBERS: INSIGNIA PROPERTIES TRUST SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES 3 CENTRAL INDEX KEY: 0000768890 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 942940208 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 14D1/A SEC ACT: SEC FILE NUMBER: 005-47007 FILM NUMBER: 98754251 BUSINESS ADDRESS: STREET 1: 1873 SOUTH BELLAIRE STREET STREET 2: 17TH FLOOR CITY: DENVER STATE: CO ZIP: 80222 BUSINESS PHONE: 3037578101 MAIL ADDRESS: STREET 1: 1873 SOUTH BELLAIRE STREET STREET 2: 17TH FLOOR CITY: DENVER STATE: CO ZIP: 80222 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 AMENDMENT TO SCHEDULE 14D1 1 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. 9) ------------------------------- CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/3 (Name of Subject Company) COOPER RIVER PROPERTIES, L.L.C. INSIGNIA PROPERTIES, L.P. INSIGNIA PROPERTIES TRUST APARTMENT INVESTMENT AND MANAGEMENT COMPANY (Bidders) UNITS OF LIMITED PARTNERSHIP INTEREST (Title of Class of Securities) NONE (Cusip Number of Class of Securities) ------------------------------- PATRICK J. FOYE EXECUTIVE VICE PRESIDENT APARTMENT INVESTMENT AND MANAGEMENT COMPANY 1873 SOUTH BELLAIRE STREET, 17TH FLOOR DENVER, COLORADO 80222 (303) 757-8101 (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 LLP 200 PARK AVENUE NEW YORK, NEW YORK 10166 (212) 878-8000 ------------------------------- 2 AMENDMENT NO. 9 TO SCHEDULE 14D-1 This Amendment No. 9 amends and supplements the Tender Offer Statement on Schedule 14D-1 originally filed with the Commission on July 30, 1998, as amended by Amendment No. 1 filed with the Commission on August 18, 1998, Amendment No. 2 filed with the Commission on August 27, 1998, Amendment No. 3 filed with the Commission on September 2, 1998, Amendment No. 4 filed with the Commission on September 9, 1998, Amendment No. 5 filed with the Commission on September 21, 1998, Amendment No. 6 filed with the Commission on September 28, 1998, Amendment No. 7 filed with the Commission on October 5, 1998 and Amendment No. 8 filed with the Commission on October 19, 1998 (the "Statement") by Cooper River Properties, L.L.C. (the "Purchaser"), Insignia Properties, L.P. ("IPLP"), Insignia Properties Trust ("IPT") and Apartment Investment and Management Company ("AIMCO") relating to the tender offer of the Purchaser for up to 125,000 of the outstanding units of limited partnership interest (the "Units") of Consolidated Capital Institutional Properties/3 (the "Partnership"), at a purchase price of $100 per Unit, net to the seller in cash, upon the terms and subject to the conditions set forth in the Offer to Purchase dated July 30, 1998 (the "Offer to Purchase") and the related Assignment of Partnership Interest (which, together with any supplements or amendments, collectively constitute the "Offer"). In addition, the undersigned hereby amend the amendment to the Statement previously filed on their behalf on October 5, 1998 with the Commission in order to correct certain clerical errors on the signature page. Capitalized terms used but not defined herein have the meanings ascribed to them in the Offer to Purchase and the original Statement. ITEM 10. ADDITIONAL INFORMATION. (f) The Offer has been extended to 5:00 p.m., New York time, on Monday, December 14, 1998. On November 17, 1998, the Purchaser issued a press release announcing such extension and reporting that approximately 27,360.2 Units had been tendered pursuant to the Offer to date. A copy of the press release has been filed as Exhibit (a)(12) to this Amendment No. 9 and is incorporated herein by reference in its entirety. ITEM 11. MATERIAL TO BE FILED AS EXHIBITS. (a)(12) Text of press release issued by the Purchaser on November 17, 1998. 2 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. Dated: November 17, 1998 COOPER RIVER PROPERTIES, L.L.C. By: Insignia Properties, L.P., its managing member By: Insignia Properties Trust, its general partner By: /s/ PATRICK J. FOYE ----------------------------------------- Patrick J. Foye Executive Vice President INSIGNIA PROPERTIES, L.P. By: Insignia Properties Trust, its general partner By: /s/ PATRICK J. FOYE ----------------------------------------- Patrick J. Foye Executive Vice President INSIGNIA PROPERTIES TRUST By: /s/ PATRICK J. FOYE ----------------------------------------- Patrick J. Foye Executive Vice President APARTMENT INVESTMENT AND MANAGEMENT COMPANY By: /s/ PATRICK J. FOYE ----------------------------------------- Patrick J. Foye Executive Vice President 3 4 EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION ----------- ----------- (a)(12) Text of press release issued by the Purchaser on November 17, 1998.
4 EX-99.(A)(12) 2 TEXT OF PRESS RELEASE ISSUED ON 11/17/98 1 EXHIBIT (a)(12) COOPER RIVER PROPERTIES, L.L.C. 1873 South Bellaire Street 17th Floor Denver, Colorado 80222 CONTACT: Edward McCarthy of Beacon Hill Partners, Inc. (212) 843-8500 FOR IMMEDIATE RELEASE COOPER RIVER ANNOUNCEMENT DENVER, COLORADO, November 17, 1998 - Cooper River Properties, L.L.C. today announced that it has extended the expiration date of its outstanding tender offers for limited partnership interests in Consolidated Capital Institutional Properties, Consolidated Capital Institutional Properties/2, Consolidated Capital Institutional Properties/3, Consolidated Capital Properties III, Consolidated Capital Properties V, Davidson Diversified Real Estate I, L.P., Davidson Diversified Real Estate II, L.P., Davidson Diversified Real Estate III, L.P., Davidson Growth Plus, L.P., Davidson Income Real Estate, L.P., Angeles Opportunity Properties, Ltd., Angeles Income Properties, Ltd. II, Angeles Income Properties, Ltd. III, Angeles Income Properties, Ltd. IV, Angeles Income Properties, Ltd. 6, Angeles Partners IX, Angeles Partners X, Angeles Partners XI, Angeles Partners XII, Century Pension Income Fund XXIV, Drexel Burnham Lambert Real Estate Associates III, HCW Pension Real Estate Fund Limited Partnership, Multi-Benefit Realty Fund '87-1 (Class A Units), Multi-Benefit Realty Fund '87-1 (Class B Units) and VMS Investors First-Staged Equity L.P. II. The expiration date for each tender offer has been extended to 5:00 p.m. on Monday, December 14, 1998. The offers were previously scheduled to expire at 5:00 p.m. on Monday, November 16, 1998. Cooper River reported, based on information provided by the depositary for the offers, that as of the close of business on November 16, 1998, approximately 11,136.1 interests had been tendered pursuant to the Consolidated Capital Institutional Properties offer, approximately 70,397.2 interests had been tendered pursuant to the Consolidated Capital Institutional Properties/2 offer, approximately 27,360.2 interests had been tendered pursuant to the Consolidated Capital Institutional Properties/3 offer, approximately 17,177.5 interests had been tendered pursuant to the Consolidated Capital Properties III offer, approximately 11,390 interests had been tendered pursuant to the Consolidated Capital Properties V offer, approximately 128.35 interests had been tendered pursuant to the Davidson Diversified Real Estate I offer, approximately 213.0 interests had been tendered pursuant to the Davidson Diversified Real Estate II offer, approximately 293.5 interests had been tendered pursuant to the Davidson Diversified Real Estate III offer, approximately 4,063 interests had been tendered pursuant to the Davidson Growth Plus offer, approximately 4,125 interests had been tendered pursuant to the Davidson Income Real Estate offer, approximately 976 interests had been tendered pursuant to the Angeles Opportunity Properties, Ltd. offer, approximately 5,894 interests had been tendered pursuant to the Angeles Income Properties, Ltd. II offer, approximately 11,510 interests had been tendered pursuant to the Angeles Income Properties, Ltd. III offer, approximately 12,615 interests had been tendered pursuant to the Angeles Income Properties, Ltd. IV offer, approximately 3,528 interests had been tendered pursuant to the Angeles Income Properties, Ltd. 6 offer, approximately 1,355 interests had been tendered pursuant to the Angeles Partners IX offer, approximately 3,781 interests had been tendered pursuant to the Angeles Partners X offer, approximately 8,831 interests had been tendered pursuant to the Angeles Partners XI offer, approximately 4,595 interests had been tendered pursuant to the Angeles Partners XII offer, approximately 802 interests had been 2 tendered pursuant to the Century Pension Income Fund XXIV offer, approximately 2,886 interests had been tendered pursuant to the Drexel Burnham Lambert Real Estate Associates III offer, approximately 1,794 interests had been tendered pursuant to the HCW Pension Real Estate Fund Limited Partnership offer, approximately 5,050 interest had been tendered pursuant to the Multi-Benefit Realty Fund '87-1 (Class A Units) offer, approximately 5,091 interests had been tendered pursuant to the Multi-Benefit Realty Fund '87-1 (Class B Units) offer and approximately 3,940.167 interests had been tendered pursuant to the VMS Investors First-Staged Equity L.P. II offer. For further information, please contact Beacon Hill Partners at (800) 854-9486, which is acting as the Information Agent for the offers. # # # -----END PRIVACY-ENHANCED MESSAGE-----