0001095811-01-505803.txt : 20011030 0001095811-01-505803.hdr.sgml : 20011030 ACCESSION NUMBER: 0001095811-01-505803 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20011005 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20011025 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN RETIREMENT VILLAS PROPERTIES III LTD PARTNERSHIP CENTRAL INDEX KEY: 0000853274 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 330365417 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 033-30084 FILM NUMBER: 1765697 BUSINESS ADDRESS: STREET 1: 245 FISCHER AVE STE D 1 CITY: COSTA MESA STATE: CA ZIP: 92626 BUSINESS PHONE: 7147517400 MAIL ADDRESS: STREET 2: 245 FISCHER AVE STE D1 CITY: COSTA MESA STATE: CA ZIP: 92626 8-K 1 a76486e8-k.txt FORM 8-K DATED OCTOBER 5, 2001 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: October 5, 2001 AMERICAN RETIREMENT VILLAS PROPERTIES III, L.P. (Exact Name of Registrant as Specified in Charter) California 0-26470 33-0365417 (State or Other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 245 Fischer Avenue, D-1 Costa Mesa, CA 92626 (Address of Principal Executive Offices and Zip Code) (714) 751-7400 (Registrant's telephone number, including area code) Item 5. Other Events On October 5, 2001 ARV Assisted Living, Inc., the Managing General Partner of American Retirement Villas Properties III L.P. (ARVP III), confirmed it had received notice of an unsolicited offer to purchase up to 10,000 limited partnership units of ARVP III for a net cash price of $300 per unit in cash from C3 Capital, LLC, subject to reduction under certain circumstances. The press release relating to the forgoing is attached hereto as Exhibit 99.1 and incorporated herein by reference. The Managing General Partner has reviewed the offer, evaluated alternatives, and made a recommendation regarding the offer to the limited partners as set forth in a Schedule 14d-9 filed with the Securities and Exchange Commission on October 18, 2001. Item 7. Exhibits (c) Exhibits. Exhibit No. Description ----------- ----------- 99.1 Press Release dated October 5, 2001 -2- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. AMERICAN RETIREMENT VILLAS PROPERTIES III, L.P. By: ARV ASSISTED LIVING, INC. its Managing General Partner Date: October 24, 2001 By: /s/ Douglas Pasquale ----------------------------- Name: Douglas Pasquale Title: Chief Executive Officer -3- EXHIBIT INDEX Exhibit No. Description ----------- ----------- 99.1 Press Release dated October 5, 2001 -4- EX-99.1 3 a76486ex99-1.txt EXHIBIT 99.1 EXHIBIT 99.1 AMERICAN RETIREMENT VILLAS PROPERTIES III, L.P. 245 FISCHER AVENUE, D-1 COSTA MESA, CALIFORNIA 92626 FOR IMMEDIATE RELEASE October 5, 2001 AMERICAN RETIREMENT VILLAS PROPERTIES III L.P. RESPONDS TO C3 CAPITAL, LLC TENDER OFFER COSTA MESA, Calif. October 5, 2001 - ARV Assisted Living, Inc., the Managing General Partner of American Retirement Villas Properties III L.P. (ARVP III), today confirmed it has received notice of an unsolicited offer to purchase up to 10,000 limited partnership units of ARVP III for a net cash price of $300 per unit in cash from C3 Capital, LLC, subject to reduction under certain circumstances. The offer is subject to various conditions. The Managing General Partner will review the offer, evaluate alternatives, and make a recommendation regarding the offer promptly to the limited partners. The Managing General Partner urges limited partners not to take any action with respect to the offer until the Managing General Partner makes its recommendation. American Retirement Villas Properties III, L.P. is the owner and operator of two assisted living communities, which house and provide personal care and support services to senior residents. The two assisted living communities currently in operation are located in Camarillo, California and Chandler, Arizona and contain an aggregate of 287 units. Contact: ARV Assisted Living Inc. Abdo H. Khoury, 714/751-7400