DIRECT INVESTMENT DIGEST
SUMMARIES OF RECENT DEVELOPMENTS INVOLVING DIRECT INVESTMENTS
(from the January/February 2004 Issue)
AEI Income & Growth Fund 23 LLC - On February 6 the Company purchased a 48% interest in a Jared Jewelry store in Madison Heights, MI, for $2,131,200.
AEI Income & Growth Fund 25 LLC - On February 6 the Company purchased a 21% interest in a Jared Jewelry store in Madison Heights, MI, for $932,400. Also on February 6, the Company purchased a 25% interest in a Jared Jewelry store in Goodlettsville, TN, for $972,300. On February 4 the Company acquired a 50% interest in land in Kansas City, MO, for $650,000.
AEI Income & Growth Fund XXI - On February 9 the Partnership purchased a 50% interest in a Jared Jewelry store in Hanover, MD, for $1,963,800.
AEI Income & Growth Fund XXII - In January the Partnership purchased a 50% interest in a newly constructed Champps Americana restaurant in West Chester, OH. The total cash purchase price of the property was approximately $3,200,000.
AEI Net Lease Income & Growth Fund XIX - On February 5 the Partnership purchased a 50% interest in a Jared Jewelry store in Lakewood, CO, for $2,035,000.
AEI Net Lease Income & Growth Fund XX - In January the Partnership purchased a 50% interest in a newly constructed Champps Americana restaurant in West Chester, OH. The total cash purchase price of the property was approximately $3,200,000.
AEI Real Estate Fund 85-B - The general partner has filed a proxy statement with the S.E.C. for the purpose of soliciting majority limited partner approval for a proposal to initiate the final disposition, liquidation and distribution of all of the Partnership’s properties and assets within the next year. The Partnership currently owns three properties, all of which are being marketed for sale.
AEI Real Estate Fund 86-A - The general partner has obtained majority limited partner approval for a proposal to initiate the final disposition, liquidation and distribution of all of the Partnership’s properties and assets within the next year. As a result, the general partner has begun the planned liquidation of the Partnership.
AEI Real Estate Fund XVI - The general partner has filed a proxy statement with the S.E.C. for the purpose of soliciting majority limited partner approval for a proposal to initiate the final disposition, liquidation and distribution of all of the Partnership’s properties and assets within the next year. The Partnership sold its interest in a Jiffy Lube located in Dallas, TX, on February 23 which generated net sale proceeds of approximately $80,000. The Partnership has one remaining property investment, consisting of an 84% interest in a Children’s World daycare center located in Sterling Heights, MI. The Partnership is negotiating the sale of this property which would generate net sale proceeds of approximately $920,000.
AEI Real Estate Fund XVIII - In January the Partnership sold a Cheddar’s restaurant in Clive, IA, to an unrelated third party. The Partnership received net proceeds of approximately $2,100,000.
AFG Investment Trust C - The managing trustee of the Trust has filed a preliminary proxy statement with the S.E.C. for the purpose of soliciting majority investor approval for a plan to liquidate the Trust and certain proposals related thereto. These proposals include changes to the Trust Agreement that would: (i) allow the Trust to sell assets to affiliates of the trustee; (ii) approve the sale of the Trust’s membership interest in MILPI Holdings to a company owned by James A. Coyne and Gary D. Engle; and (iii) amend the Trust Agreement so that the trustee will have the discretion to make special distributions in-kind to affiliates of the Trust, together with coinciding cash payments to the Trust’s other beneficiaries.
AFG Investment Trust D - The managing trustee of the Trust is soliciting majority investor approval for a plan to liquidate the Trust and certain proposals related thereto. These proposals include changes to the Trust Agreement that would: (i) allow the Trust to sell assets to affiliates of the trustee; (ii) approve the sale of the Trust’s membership interest in MILPI Holdings to a company owned by James A. Coyne and Gary D. Engle; and (iii) amend the Trust Agreement so that the trustee will have the discretion to make special distributions in-kind to affiliates of the Trust, together with coinciding cash payments to the Trust’s other beneficiaries.
American Insured Mortgage Investors 84 - On or about February 24 the Partnership paid a final liquidating cash distribution in the amount of $1.60 per unit. The Partnership suspended trading of its units in connection therewith. This final liquidating distribution represents each unitholder’s pro rata share of the aggregate proceeds from the disposition of the Partnership’s assets, less amounts required for payment of, or provision for, the Partnership’s remaining expenses and distributions to the general partner, as more fully set forth in the Partnership Agreement.
American Insured Mortgage Investors 86 - On or about February 13 the Partnership paid a final liquidating cash distribution in the amount of $1.28 per unit. The Partnership suspended trading of its units in connection therewith. This final liquidating distribution represents each unitholder’s pro rata share of the aggregate proceeds from the disposition of the Partnership’s assets, less amounts required for payment of, or provision for, the Partnership’s remaining expenses and distributions to the general partner, as more fully set forth in the Partnership Agreement.
American Insured Mortgage Investors 88 - On or about February 13 the Partnership paid a final liquidating cash distribution in the amount of $1.555 per unit. The Partnership suspended trading of its units in connection therewith. This final liquidating distribution represents each unitholder’s pro rata share of the aggregate proceeds from the disposition of the Partnership’s assets, less amounts required for payment of, or provision for, the Partnership’s remaining expenses and distributions to the general partner, as more fully set forth in the Partnership Agreement.
American Retirement Villas Properties II - A wholly-owned affiliate of the general partner of the Partnership has filed a preliminary consent solicitation statement with the S.E.C. for the purpose of seeking approval for a proposal to acquire the Partnership through a merger transaction at a price that has not yet been disclosed. This transaction is conditioned upon, among other things, the consent by limited partners who collectively hold more than 50% of the units not owned by the general partner or affiliates thereof. If the merger is approved, units of the Partnership that are not owned by the general partner or its affiliates will be converted into the right to receive a certain amount of cash per unit and the Partnership would become a private, wholly-owned subsidiary of the general partner. The general partner currently owns approximately 52.5% of the Partnership’s total units outstanding.
American Retirement Villas Properties III - A wholly-owned affiliate of the general partner of the Partnership has filed a preliminary consent solicitation statement with the S.E.C. for the purpose of seeking approval for a proposal to acquire the Partnership through a merger transaction at a price that has not yet been disclosed. This transaction is conditioned upon, among other things, the consent by limited partners who collectively hold more than 50% of the units not owned by the general partner or affiliates thereof. If the merger is approved, units of the Partnership that are not owned by the general partner or its affiliates will be converted into the right to receive a certain amount of cash per unit and the Partnership would become a private, wholly-owned subsidiary of the general partner. The general partner currently owns approximately 52.5% of the Partnership’s total units outstanding.
American Tax Credit Properties III - The ten-year tax credit period for the Partnership’s properties was fully exhausted as of December 31, 2003.
Arvida/JMB Partners, L.P. - The Partnership has completed construction and closed on the sale of all remaining housing units to be built by the Partnership. The Partnership’s remaining assets include tangible personal property including vehicles and furniture, fixtures and equipment used in the Partnership’s operations, receivables, and certain contract rights. The Partnership intends to sell its remaining assets by the end of 2004. Pending the completion of the liquidation, winding up and termination of the Partnership (or if applicable, the Liquidating Trust), it is anticipated that the Partnership (or the Liquidating Trust) will retain a substantial amount of funds in reserve to provide for the payment of, the defense against, or other satisfaction or resolution of the obligations, liabilities (including contingent liabilities) and current and possible future claims, including those for indemnities and other matters under various agreements made in connection with the sales of the Country Club and Shoppes, possible development or construction repairs or remedial work, homeowner warranty claims, completion of work or possible remediation for certain homeowner associations and master associations and pending and possible future litigation and environmental matters. The amount of funds to be retained in reserve for these purposes has not yet been determined. The Partnership currently expects that those available funds in excess of the amount determined to be held in reserve would be distributed during 2003 and 2004 to the partners. That portion, if any, of the funds held in reserve that are not ultimately used to pay, defend or otherwise resolve or satisfy obligations, liabilities or claims would subsequently be distributed to the partners as a final liquidating distribution at a later date.
ATEL Capital Equipment Fund VII - Beginning in January 2004, the Partnership began its liquidation phase. In connection therewith, the Partnership’s base distribution rate for 2004 is expected to be 5%, which will begin with distribution checks mailed in February 2004, as compared to the previous annualized distribution rate of 10%. This reduction is due to the economic downturn that began in early 2000 that has impacted renewal rents and equipment sales involving the Partnership’s portfolio. Beginning in 2005, the Partnership’s distribution rate will fluctuate based on sales proceeds as equipment comes off lease.
ATEL Cash Distribution Fund IV - The Partnership is in the final stage of its liquidation and is making distributions on an annual basis. The distributions are being paid out each January based on the cash flows generated in the previous year. Distributions are no longer expected to be consistent from one year to another.
ATEL Cash Distribution Fund VI - The Partnership’s liquidation phase began in 2003. Beginning in 2003, the Partnership began making annual or other periodic cash distributions with the amounts and timing being dependent on the timing and amount of net proceeds from the sale of assets.
Biggest Little Investments L.P. - The Partnership, which was formerly known as Resources Accrued Mortgage Investors 2, has offered to redeem units from all limited partners owning fewer than 100 units at a price of $76 per unit in cash. This offer is scheduled to expire on March 10, 2004, unless extended.
Boston Financial Apartments Associates L.P. - The managing general partner is actively seeking to dispose of the Partnership’s remaining limited partnership interests. Upon the sale of the last remaining local limited partnership interest, the operations of the Partnership will terminate and the Partnership will be dissolved in accordance with the terms of the Partnership Agreement.
Boston Financial Qualified Housing L.P. - The managing general partner is exploring any opportunities to dispose of the Partnership’s remaining nineteen local limited partnership interests. The managing general partner has negotiated agreements that will ultimately allow the Partnership to dispose of its interests in thirteen local limited partnerships. The Partnership is expected to generate an immaterial amount of tax credits for 2003 and 2004.
Boston Financial Qualified Housing Tax Credits II - The Partnership is expected to generate an immaterial amount of tax credits for 2003. Separately, the managing general partner has negotiated agreements that will ultimately allow the Partnership to dispose of its interest in twenty-one local limited partnerships. It is unlikely that the disposition of any of these local limited partnership interests will generate any material cash distributions to the Partnership.
Boston Financial Qualified Housing Tax Credits III - The Partnership is expected to generate an immaterial amount of tax credits for 2003 and 2004. Separately, the managing general partner has negotiated agreements that will ultimately allow the Partnership to dispose of its interest in twenty-five local limited partnerships. It is unlikely that the disposition of any of these local limited partnership interests will generate any material cash distributions to the Partnership.
Boston Financial Qualified Housing Tax Credits IV - The Partnership is expected to generate an immaterial amount of tax credits for 2003 and 2004. Separately, the managing general partner has negotiated agreements that will ultimately allow the Partnership to dispose of its interest in eight local limited partnerships. It is unlikely that the disposition of any of these local limited partnership interests will generate any material cash distributions to the Partnership.
Boston Financial Qualified Housing Tax Credits V - The Partnership is expected to generate an immaterial amount of tax credits for 2003. Separately, the managing general partner has negotiated agreements that will ultimately allow the Partnership to dispose of its interest in six local limited partnerships. It is unlikely that the disposition of any of these local limited partnership interests will generate any material cash distributions to the Partnership.
Boston Financial Tax Credit Fund VII - The managing general partner estimates that the Fund will generate tax credits of approximately $132, $65 and $10 per unit during 2003, 2004 and 2005, respectively.
Boston Financial Tax Credit Fund VIII - Since inception, the Fund has generated tax credits of approximately $1,101 per unit, with approximately $142, $134 and $52 of tax credits expected to be generated for 2003, 2004 and 2005, respectively.
Boston Financial Tax Credit Fund Plus - Since inception, the Fund has generated tax credits, net of recapture, of approximately $1,386 per Class A Unit, with approximately $56 and $24 of tax credits expected to be generated during 2003 and 2004, respectively. Class B Unit investors have received tax credits, net of recapture, of $998 per Unit, with approximately $41 and $18 of tax credits expected to be generated during 2003 and 2004, respectively. Separately, the managing general partner has negotiated agreements that will ultimately dispose of the Fund’s interest in four local limited partnerships. It is unlikely that the disposition of any of these local limited partnership interests will generate any material cash distributions to the Fund.
Brauvin Income Properties 6 - The Partnership is actively pursuing the sale of its last remaining property, a Ponderosa restaurant in Garfield Heights, OH.
Brauvin Net Lease V, Inc. - In November 2003, the Board of Directors approved a Plan of Liquidation for the Fund. The Plan of Liquidation contemplates the sale of all of the Fund’s assets, either individually or in a group, within a twenty-four month period.
Brauvin Real Estate Fund 4 - The Partnership intends to sell its properties under a closed bid process which will include identification of target buyers with proven financing ability and performance of certain evaluations of the properties, such as environmental testing. Potential buyers will be requested to sign confidentiality agreements to safeguard the Partnership’s confidential proprietary information. The general partners have determined that each bid must be all cash, completely unconditional and accompanied by a substantial deposit.
Brauvin Real Estate Fund 5 - The Partnership intends to sell its properties under a closed bid process which will include identification of target buyers with proven financing ability and performance of certain evaluations of the properties, such as environmental testing. Potential buyers will be requested to sign confidentiality agreements to safeguard the Partnership’s confidential proprietary information. The general partners have determined that each bid must be all cash, completely unconditional and accompanied by a substantial deposit.
California Almond Investors I - In connection with the Partnership’s plan to liquidate, on January 23 the Partnership sold the 241-acre Hooker Ranch almond orchard for $1,800,000 in cash. In addition, on February 2 the Partnership sold the 143-acre Cressey Ranch almond orchard for $610,000 in cash. The Partnership’s last remaining property, Robertson Ranch, is currently in escrow and is expected to close by March 31, 2004. Upon the sale of Robertson Ranch, the assets of the Partnership will be composed of cash and the notes receivable on the Clausen, Sierra and Famosa Ranches. It is the intention of the general partner to sell these notes at a discount. If a sale can be completed in 2004, the Partnership will be liquidated as of the end of the year 2004. If the notes are not sold in 2004, the Partnership will continue until the notes are sold or paid off.
Capital Builders Development Properties II - The Partnership is marketing for sale the remaining three buildings in the Highlands 80 project. As the remaining Highlands 80 buildings are sold, future net sales proceeds will be distributed to the limited partners.
Capital Preferred Yield Fund III - The general partner anticipates that all equipment owned by the Partnership will be sold and the Partnership liquidated during 2004.
Capital Preferred Yield Fund IV - The general partner anticipates that all equipment owned by the Partnership will be sold and the Partnership liquidated during 2005 or 2006.
Capital Realty Investors 85 - The general partner has obtained majority limited partner approval to sell all of the Partnership’s assets and dissolve the Partnership pursuant to a Plan of Liquidation and Dissolution described in a Definitive Proxy Statement dated December 30, 2002. The sale of all of the Partnership’s assets had been delayed by a lawsuit which has now been dismissed.
Capital Realty Investors II - An investment fund managed by Equity Resources Group has made a tender offer to purchase up to 5,000 units of the Partnership at $175 per unit, less any distributions paid after January 23, 2004. This offer will expire on February 23, 2004, unless expended. Separately, the general partner of the Partnership has filed a preliminary proxy statement seeking approval of the limited partners of the liquidation of the Partnership. If the liquidation is approved, the general partner estimates that limited partners will receive between $333 and $433 per unit. The general partner estimates that a liquidation would take up to (and possibly longer than) 36 months to complete. The Partnership currently has interests in twelve local limited partnerships.