8-K/A 1 d84550a3e8-ka.txt AMENDMENT NO. 3 TO FORM 8-K 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------- FORM 8-K/A AMENDMENT NO. 3 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) September 20, 2000 AIMCO PROPERTIES, L.P. --------------------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 0-24497 84-1275621 ---------------------------- ------------ ------------------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation or File Number) Identification No.) organization) COLORADO CENTER, TOWER TWO, 2000 SOUTH COLORADO BOULEVARD, SUITE 2-1000, DENVER, CO 80222-4348 ---------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (303) 757-8101 NOT APPLICABLE ------------------------------------------------------------- (Former name or Former Address, if Changed Since Last Report) 2 The undersigned registrant hereby further amends the following items of its Current Report on Form 8-K, dated September 20, 2000, as set forth below: ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (b) Pro Forma Financial Information. The required pro forma financial information is included as Exhibit 99.7 to this Report and incorporated herein by this reference. (c) Exhibits The following exhibits are filed with this report: Number Description 2.1 Agreement and Plan of Merger, dated as of November 29, 2000, by and among Apartment Investment and Management Company, AIMCO Properties, L.P., AIMCO/OTEF, LLC and Oxford Tax Exempt Fund II Limited Partnership. (Incorporated by reference to Annex A to the Preliminary Prospectus/Information Statement originally included in the Form S-4 Registration Statement (file No. 333-51154 ) of Apartment Investment and Management Company filed on December 1, 2000). 23.1 Consent of Reznick Fedder & Silverman. (Incorporated by reference to Exhibit 23.1 to Amendment No. 1 to the Current Report on Form 8-K of Apartment Investment and Management Company, dated December 4, 2000). 23.2 Consent of PricewaterhouseCoopers LLP. (Incorporated by reference to Exhibit 23.2 to Amendment No. 1 to the Current Report on Form 8-K of Apartment Investment and Management Company, dated December 4, 2000). 99.1 Combined financial statements of Oxford Holding Corporation and Subsidiaries, Oxford Realty Financial Group, Inc. and Subsidiaries, AIMCO Entities and Oxford Equities Corporation III for the year ended December 31, 1999 and the eight months ended August 31, 2000 and 1999 (unaudited), together with the Report of Independent Auditors. (Incorporated by reference to Exhibit 99.1 to Amendment No. 1 to the Current Report on Form 8-K of Apartment Investment and Management Company, dated December 4, 2000). 99.2 Combined financial statements of ORFG Operations, L.L.C. and Subsidiary for the year ended December 31, 1999 and the eight months ended August 31, 2000 and 1999 (unaudited), together with the Report of Independent Auditors. (Incorporated by reference to Exhibit 99.2 to Amendment No. 1 to the Current Report on Form 8-K of Apartment Investment and Management Company, dated December 4, 2000). 99.3 Combined financial statements of OXPARC L.L.C. for the year ended December 31, 1999 and the eight months ended August 31, 2000 and 1999 (unaudited), together with the Report of Independent Auditors. (Incorporated by reference to Exhibit 99.3 to Amendment No. 1 to the Current Report on Form 8-K of Apartment Investment and Management Company, dated December 4, 2000). Page 2 of 6 3 99.4 Combined financial statements of Oxford Realty Financial Group Properties (Oxford Properties) for the year ended December 31, 1999 and the eight months ended August 31, 2000 and 1999 (unaudited), together with the Report of Independent Auditors. (Incorporated by reference to Exhibit 99.4 to Amendment No. 1 to the Current Report on Form 8-K of Apartment Investment and Management Company, dated December 4, 2000). 99.5 Financial Statements of Oxford Tax Exempt Fund II Limited Partnership for the year ended December 31, 1999, together with the Report of Independent Auditors. (Incorporated by reference to Item 8 of Part II of the Annual Report on Form 10-K of Oxford Tax Exempt Fund II Limited Partnership for the year ended December 31, 1999). 99.6 Financial Statements of Oxford Tax Exempt Fund II Limited Partnership for the nine months ended September 30, 2000 (unaudited). (Incorporated by reference to Item I of Part I of the Quarterly Report on Form 10-Q of Oxford Tax Exempt Fund II Limited Partnership for the quarter ended September 30, 2000). 99.7 Pro Forma Financial Information of AIMCO Properties, L.P. Page 3 of 6 4 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Dated: February 28, 2001 AIMCO PROPERTIES, L.P. By: AIMCO-GP, Inc. its General Partner By: /s/ Paul J. McAuliffe ---------------------------- Paul J. McAuliffe Executive Vice President and Chief Financial Officer Page 4 of 6 5 INDEX EXHIBITS
EXHIBIT NUMBER DESCRIPTION ------- ----------- 2.1 Agreement and Plan of Merger, dated as of November 29, 2000, by and among Apartment Investment and Management Company, AIMCO Properties, L.P., AIMCO/OTEF, LLC and Oxford Tax Exempt Fund II Limited Partnership. (Incorporated by reference to Annex A to the Preliminary Prospectus/Information Statement originally included in the Form S-4 Registration Statement (file No. 333-51154 ) of Apartment Investment and Management Company filed on December 1, 2000). 23.1 Consent of Reznick Fedder & Silverman. (Incorporated by reference to Exhibit 23.1 to Amendment No. 1 to the Current Report on Form 8-K of Apartment Investment and Management Company, dated December 4, 2000). 23.2 Consent of PricewaterhouseCoopers LLP. (Incorporated by reference to Exhibit 23.2 to Amendment No. 1 to the Current Report on Form 8-K of Apartment Investment and Management Company, dated December 4, 2000). 99.1 Combined financial statements of Oxford Holding Corporation and Subsidiaries, Oxford Realty Financial Group, Inc. and Subsidiaries, AIMCO Entities and Oxford Equities Corporation III for the year ended December 31, 1999 and the eight months ended August 31, 2000 and 1999 (unaudited), together with the Report of Independent Auditors. (Incorporated by reference to Exhibit 99.1 to Amendment No. 1 to the Current Report on Form 8-K of Apartment Investment and Management Company, dated December 4, 2000). 99.2 Combined financial statements of ORFG Operations, L.L.C. and Subsidiary for the year ended December 31, 1999 and the eight months ended August 31, 2000 and 1999 (unaudited), together with the Report of Independent Auditors. (Incorporated by reference to Exhibit 99.2 to Amendment No. 1 to the Current Report on Form 8-K of Apartment Investment and Management Company, dated December 4, 2000). 99.3 Combined financial statements of OXPARC L.L.C. for the year ended December 31, 1999 and the eight months ended August 31, 2000 and 1999 (unaudited), together with the Report of Independent Auditors. (Incorporated by reference to Exhibit 99.3 to Amendment No. 1 to the Current Report on Form 8-K of Apartment Investment and Management Company, dated December 4, 2000). 99.4 Combined financial statements of Oxford Realty Financial Group Properties (Oxford Properties) for the year ended December 31, 1999 and the eight months ended August 31, 2000 and 1999 (unaudited), together with the Report of Independent Auditors. (Incorporated by reference to Exhibit 99.4 to Amendment No. 1 to the Current Report on Form 8-K of Apartment Investment and Management Company, dated December 4, 2000). 99.5 Financial Statements of Oxford Tax Exempt Fund II Limited Partnership for the year ended December 31, 1999, together with the Report of Independent Auditors. (Incorporated by reference to Item 8 of Part II of the Annual Report on Form 10-K of Oxford Tax Exempt Fund II Limited Partnership for the year ended December 31, 1999).
Page 5 of 6 6 99.6 Financial Statements of Oxford Tax Exempt Fund II Limited Partnership for the nine months ended September 30, 2000 (unaudited). (Incorporated by reference to Item I of Part I of the Quarterly Report on Form 10-Q of Oxford Tax Exempt Fund II Limited Partnership for the quarter ended September 30, 2000). 99.7 Pro Forma Financial Information of AIMCO Properties, L.P.
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