SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) Securities
Exchange Act of 1934
(Amendment No. 1)
Filed by the Registrant [ ]
Filed by a party other than the Registrant [X]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only
(as permitted by Rule 14a-6(e)(2))
[ ] Definitive Proxy Statement
[X] Definitive Additional Materials
[ ] Soliciting material pursuant to Rule 14a-11(c) or Rule 14a-12
REAL ESTATE ASSOCIATES LIMITED III
(Name of Registrant as Specified in Its Charter)
BOND PURCHASE, L.L.C.
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of filing fee (Check the appropriate box):
[X] No fee required
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transactions applies:
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the
filing fee is calculated and state how it was determined.)
(4) Proposed maximum aggregate value of transaction:
(5) Total Fee paid:
[ ] Fee paid previously with preliminary materials
[ ] Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.
(1) Amount previously paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing party:
(4) Date filed:
AMENDMENT NO. 1
to
SOLICITATION OF CONSENTS
of
LIMITED PARTNERS
of
REAL ESTATE ASSOCIATES
LIMITED III
by
BOND PURCHASE, L.C.C.
April 30, 2001
Bond Purchase, L.C.C., a Missouri limited liability company ("Bond
Purchase"), hereby amends its Solicitation of Consents dated March 13, 2001 (the
"Solicitation"), by which Bond Purchase is seeking the approval by written
consent (the "Consents") of the limited partners (the "Limited Partners"), of
Real Estate Associates Limited III, a California limited partnership (the
"Partnership"), to remove the current general partners and to continue the
Partnership and elect New G.P., L.L.C., ("New G.P."), a Missouri limited
liability company, as the new general partner of the Partnership. New G.P. is an
affiliate of Bond Purchase. The election of New G.P. as a general partner is
conditioned upon the approval of the removal of the current general partners.
The solicitation of Consents is hereby extended to 11:59 p.m. Central
Standard Time on the earlier to occur of the following dates (the "Expiration
Date"): (i) May 31, 2001 or such later date to which Bond Purchase determines to
extend the solicitation, and (ii) the date the required Consents are received.
Bond Purchase reserves the right to extend this solicitation of Consents on a
daily basis or for such period or periods as it may determine in its sole
discretion from time to time. Any such extension will be followed as promptly as
practicable by notice thereof by press release or by written notice to the
Limited Partners. During any extension of this solicitation of Consents, all
Consents delivered to Bond Purchase will remain effective, unless validly
revoked prior to the Expiration Date.
Listed below is updated information regarding the Partnership based upon
the Form 10-K filed by the Partnership for the fiscal year ended December 31,
2000 on March 30, 2001. Although Bond Purchase has no information that any
statements contained in this section are untrue, Bond Purchase has not
independently investigated the accuracy of the information contained in this
section or for the failure by the Partnership to disclose events which may have
occurred and may affect the significance or accuracy of any such information.
o As of December 31, 2000, the amount of cash on hand has increased to
$5,655,763.
o The current general partners have received $129,292 in management fees and
$66,082 as reimbursement for administrative costs for the twelve months
ended December 31, 2000.
o As of December 31, 2000, there were 11,456 Limited Partnership Interests
(representing 5,728 units) issued and outstanding held by 1,889 holders of
record.
o The following is an updated schedule of the status as of December 31,
2000, of the projects owned by local limited partnerships in which the
Partnership is a limited partner.
SCHEDULE OF PROJECTS OWNED BY LOCAL LIMITED PARTNERSHIPS
IN WHICH THE PARTNERSHIP HAS AN INVESTMENT
DECEMBER 31, 2000
Units Authorized For
Rental Assistance
Under Section 8 or Percentage of
No. of Other Rent Supplement Units Total Units
Name and Location Units Program Occupied Occupied
- ----------------- ----- ------- -------- --------
Charlotte Lakeview, 553 0/0 538 97%
Riverview Residential
Project, Rochester, NY
Hidden Pines Apts 40 40/0 40 100%
Greenville, MI
Jenks School Apts 83 83/0 78 94%
Pawtucket, RI
Lakeside Apts 32 0/21 32 97%
Stuart, FL
Ramblewood Apts 64 0/13 59 92%
Fort Payne, AL
Santa Maria Apts 86 86/0 86 100%
San German, Puerto Rico
Sunset Grove Apts 22 22/0 20 91%
Carson City, MI
Sunshine Canyon 26 26/0 25 96%
Stanton, MI
Village Apts 50 50/0 50 100%
La Follette, TN
Vincente Geigel 80 80/0 80 100%
Polanco Apts
Isabela, Puerto Rico
Vista De Jagueyes 73 73/0 73 100%
Aguas Buenas, PR
Westgate Apts 72 0/16 67 93%
Albertville, AL
----- ------ - ----- - ------
TOTALS 1,181 460/50 1,148 97%
===== ====== =====
The Consents are solicited upon the terms and subject to the conditions of
the original Solicitation of Consents dated March 13, 2001, as amended hereby,
and the accompanying form of Consent. This Amendment No. 1 and the accompanying
form of Consent of Limited Partners are first being mailed to Limited Partners
on or about May 1, 2001.
CONSENTS SHOULD BE DELIVERED TO BOND PURCHASE AND NOT TO THE PARTNERSHIP.
THE SECURITIES AND EXCHANGE COMMISSION HAS NOT PASSED UPON THE ACCURACY OR
ADEQUACY OF THE INFORMATION CONTAINED IN THIS DOCUMENT. ANY REPRESENTATION TO
THE CONTRARY IS UNLAWFUL.
THIS SOLICITATION OF CONSENTS EXPIRES NO LATER THAN 11:59 P.M. CENTRAL STANDARD
TIME ON THURSDAY, MAY 31, 2001, UNLESS EXTENDED.
2
(Form of Consent)
Real Estate Associates Limited III
a California Limited Partnership (the "Partnership")
CONSENT OF LIMITED PARTNER
This Consent is Solicited on Behalf of Bond Purchase, L.L.C.
The undersigned has received the Consent Solicitation Statement dated March 13,
2001 as amended April 30, 2001, ("Consent Solicitation Statement") by Bond
Purchase, L.L.C., a Missouri limited liability company ("Bond Purchase."),
seeking the approval by written consent of the following proposals:
(1) the removal of the current general partners, National Partnership
Investments Corp., a California corporation and Coast Housing Investments
Associates, a California limited partnership; and
(2) the continuation of the Partnership and the election of New G.P. as the new
general partner of the Partnership (which is conditioned on the approval of
proposal (1) above).
Each of the undersigned, by signing and returning this Consent, hereby
constitutes and appoints Bond Purchase, acting through its officers and
employees as his or her attorney-in-fact for the purposes of executing any and
all documents and taking any and all actions required under the Partnership
Agreement in connection with this Consent and the Consent Solicitation Statement
or in order to implement an approved proposal; and hereby votes all limited
partnership interests of the Partnership held of record by the undersigned as
follows for the proposals set forth above, subject to the Consent Solicitation
Statement.
Proposal FOR AGAINST ABSTAIN
- --------
1. Removal of General Partners [ ] [ ] [ ]
2. Continuation of the Partnership
and election of new general partner,
New G.P. [ ] [ ] [ ]
(Please sign exactly as your name appears on the Partnership's records. Joint
owners should each sign. Attorneys-in-fact, executors, administrators, trustees,
guardians, corporation officers or others acting in representative capacity
should indicate the capacity in which they sign and should give FULL title, and
submit appropriate evidence of authority to execute the Consent)
Dated: _______________, 2001
(Important - please fill in)
- -------------------------------------- -----------------------------------
PRINT Registered Name PRINT Registered Name
- -------------------------------------- -----------------------------------
Signature Signature
-----------------------------------
Telephone Number
THIS CONSENT IS SOLICITED BY BOND PURCHASE. LIMITED PARTNERS WHO RETURN A SIGNED
CONSENT BUT FAIL TO INDICATE THEIR APPROVAL OR DISAPPROVAL AS TO ANY MATTER WILL
BE DEEMED TO HAVE VOTED TO APPROVE SUCH MATTER. THIS CONSENT IS VALID FROM THE
DATE OF ITS EXECUTION UNLESS DULY REVOKED.
REAL ESTATE ASSOCIATES LIMITED III
a California Limited Partnership (the "Partnership")
CONSENT OF LIMITED PARTNER
Deliveries of Consents, properly completed and duly executed, should be made
to Bond Purchase at the address set forth below. A prepaid, return envelope is
included herewith.
Questions and requests for assistance about procedures for consenting or
other matters relating to this Solicitation may be directed to Bond Purchase at
the address and telephone number listed below. Additional copies of this Consent
Solicitation Statement and form of Consent may be obtained from Bond Purchase as
set forth below.
Bond Purchase, L.L.C.
104 Armour Road
North Kansas City, Missouri 64116
(816) 303-4500