-----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, K08W4m2TVJldmi3Fdnf2dG9mlfpQA2o+jNJt8OeZA7KawLC5uhAOuJYPpOycGGCH aHLhuSUzGFZPF5fsxZRl1Q== 0000950134-99-005374.txt : 19990802 0000950134-99-005374.hdr.sgml : 19990802 ACCESSION NUMBER: 0000950134-99-005374 CONFORMED SUBMISSION TYPE: SC 14D1/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19990610 DATE AS OF CHANGE: 19990730 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: UNITED INVESTORS INCOME PROPERTIES CENTRAL INDEX KEY: 0000830056 STANDARD INDUSTRIAL CLASSIFICATION: 6500 IRS NUMBER: 431542903 STATE OF INCORPORATION: MO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 14D1/A SEC ACT: SEC FILE NUMBER: 005-56351 FILM NUMBER: 99643515 BUSINESS ADDRESS: STREET 1: 1873 SOUTH BELLAIRE STREET STREET 2: 17TH FLOOR CITY: DENVER STATE: CO ZIP: 80222 BUSINESS PHONE: 8642391000 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: AIMCO PROPERTIES LP CENTRAL INDEX KEY: 0000926660 STANDARD INDUSTRIAL CLASSIFICATION: 6513 IRS NUMBER: 841275621 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 14D1/A BUSINESS ADDRESS: STREET 1: 1873 SOUTH BELLAIRE STREET SUITE 1700 CITY: DENVER STATE: CO ZIP: 80222-8101 BUSINESS PHONE: 3037578101 SC 14D1/A 1 AMENDMENT NO. 1 TO SCHEDULE 14D1 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 29549 _______________________ AMENDMENT NO. 1 TO SCHEDULE 14D-1 TENDER OFFER STATEMENT PURSUANT TO SECTION 14(d)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED INVESTORS INCOME PROPERTIES (Name of Subject Company) AIMCO PROPERTIES, L.P. (Bidder) UNITS OF LIMITED PARTNERSHIP INTEREST (Title of Class of Securities) NONE (CUSIP Number of Class of Securities) PATRICK J. FOYE 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 Bidder) COPY TO: JONATHAN L. FRIEDMAN SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP 300 SOUTH GRAND, 34TH FLOOR LOS ANGELES, CALIFORNIA 90071 (213) 687-5000 _______________________ 2 CALCULATION OF FILING FEE - - - - -------------------------------------------------------------------------------- Transaction Valuation* $4,409,994 Amount of Filing Fee: $882.00 - - - - -------------------------------------------------------------------------------- * For purposes of calculating the fee only. This amount assumes the purchase of 27,055.18 units of limited partnership interest of the subject partnership for $163 per unit. The amount of the filing fee, calculated in accordance with Section 14(g)(1)(B)(3) and Rule 0- 11(d) under the Securities Exchange Act of 1934, as amended, equals 1/50th of one percent of the aggregate of the cash offered by the bidder. [ ] Check 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:$848.49 Filing Parties: AIMCO Properties, L.P. Form or Registration No.:Schedule 14D Date Filed: May 27, 1999 (Continued on following pages) Page 1 of 3 SCHEDULE 14D-1 This Statement (the "Statement") constitutes Amendment No. 1 to the Schedule 14D-1, originally filed May 27, 1999, of AIMCO Properties, L.P. (the "AIMCO OP"), relating to AIMCO OP's offer to purchase units of limited partnership interest ("Units") of United Investors Income Properties (the "Partnership"). AIMCO OP is herein referred to as the "Reporting Person." The item numbers and responses thereto are set forth below in accordance with the requirements of Schedule 14D-1. (11) MATERIAL TO BE FILED AS EXHIBITS. (a)(1) Offer to Purchase, dated May 19, 1999 (previously filed). (a)(2) Letter of Transmittal and related Instructions (previously filed). (a)(3) Letter, dated May 19, 1999, from AIMCO OP to the Limited Partners of the Partnership (previously filed). (a)(4) Supplement to Offer to Purchase, dated June 10, 1999 (b) Amended and Restated Credit Agreement (Unsecured Revolver-to-Term Facility), dated as of October 1, 1998, among AIMCO OP, Bank of America National Trust and Savings Association, and BankBoston, N.A. (Exhibit 10.1 to AIMCO's Current Report on Form 8-K, dated October l, 1998, is incorporated herein by this reference). (b)(2) First Amendment to Credit Agreement, dated as of November 6, 1998, by and among AIMCO OP, the financial institutions listed on the signature pages thereof and Bank of America National Trust and Savings Association (Exhibit 10.2 to AIMCO's Annual Report on Form 10-K for the fiscal year ended December 31, 1998, is incorporated herein by this reference). (c) Not applicable. (d) Not applicable. (e) Not applicable. (f) Not applicable. Page 2 of 4 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: June 10, 1999 AIMCO PROPERTIES, L.P. By: AIMCO-GP, INC. (General Partner) By: /s/Patrick J. Foye ------------------------------------- Executive Vice President AIMCO-GP, INC. By: /s/Patrick J. Foye ------------------------------------- Executive Vice President APARTMENT INVESTMENT AND MANAGEMENT COMPANY By: /s/Patrick J. Foye ------------------------------------- Executive Vice President Page 3 of 5 EXHIBIT INDEX EXHIBIT NO. DESCRIPTION (a)(1) Offer to Purchase, dated May 19, 1999 (previously filed). (a)(2) Letter of Transmittal and related Instructions (previously filed). (a)(3) Letter, dated May 19, 1999, from AIMCO OP to the Limited Partners of the Partnership (previously filed). (a)(4) Supplement to Offer to Purchase, dated June 10, 1999 (b) Amended and Restated Credit Agreement (Unsecured Revolver-to-Term Facility), dated as of October 1, 1998, among AIMCO OP, Bank of America National Trust and Savings Association, and BankBoston, N.A. (Exhibit 10.1 to AIMCO's Current Report on Form 8-K, dated October l, 1998, is incorporated herein by this reference). (b)(2) First Amendment to Credit Agreement, dated as of November 6, 1998, by and among AIMCO OP, the financial institutions listed on the signature pages thereof and Bank of America National Trust and Savings Association (Exhibit 10.2 to AIMCO's Annual Report on Form 10-K for the fiscal year ended December 31, 1998, is incorporated herein by this reference). (c) Not applicable. (d) Not applicable. (e) Not applicable. (f) Not applicable. Page 4 of EX-99.(A)(4) 2 SUPPLEMENT TO OFFER TO PURCHASE 1 SUPPLEMENT (TO OFFER TO PURCHASE DATED MAY 19, 1999) AIMCO PROPERTIES, L.P. Increase in Offer Consideration relating to the offer to acquire units of limited partnership interest in UNITED INVESTORS INCOME PROPERTIES in exchange for $163 in Cash Pursuant to an Offer to Purchase, dated May 19, 1999, we have offered to acquire units of limited partnership interest in your partnership. Recently, we have decided to increase our offer price per unit to $163. 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