SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) March 29, 2004
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Springhill Lake Investors Limited Partnership
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(Exact Name of Registrant as Specified in its Charter)
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Maryland 0-14569 04-2848939
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(State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer
Incorporation) Identification No.)
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55 Beattie Place
P.O. Box 1089
Greenville, South Carolina 29602
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(Address of Principal Executive Offices)
Registrant's telephone number, including area code (864) 239-1000
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N/A
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(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events and Required FD Disclosure.
On or about March 29, 2004, AIMCO Properties, L.P., a Delaware limited
partnership ("AIMCO Properties"), entered into an agreement in principle with
Linnaeus-Lexington Associates Limited Partnership ("Linnaeus") for the transfer
of the 4.9% general partnership interest owned by Linnaeus in exchange for
$5,000,000. AIMCO Properties and Linnaeus will enter into a definitive agreement
at the time of closing. The transactions contemplated by the agreement in
principle are subject to the consent of lenders and governmental authorities, if
applicable.
On December 11, 2003, AIMCO Properties entered into a Redemption and
Contribution Agreement (the "Agreement") with First Winthrop Corporation
("FWC"), a Delaware corporation and the sole shareholder of Three Winthrop
Properties, Inc. ("Three Winthrop"), which was the previous managing general
partner of Springhill Lake Investors Limited Partnership (the "Partnership")
with a 0.1% interest. Pursuant to the Agreement, on March 31, 2004, AIMCO
Properties acquired the managing general partnership interest in the Partnership
through its wholly-owned subsidiary, AIMCO/Springhill Lake Investors GP, LLC, a
Delaware limited liability company, in exchange for an allocated price of $1,000
and the redemption of certain interests held by affiliates of AIMCO Properties
in FWC.
Prior to the transfer of the managing general partnership interest to the
affiliate of AIMCO Properties, NHP Management Company ("NHP"), also an affiliate
of AIMCO Properties, held 100% of the voting rights with respect to the Class B
stock of FWC, which provided NHP with the right to elect one director to the
Board of Directors of Three Winthrop, which in turn had the power to appoint the
sole member of the Residential Committee of Three Winthrop's Board of Directors.
The Residential Committee was vested with the authority to elect certain
officers, and subject to certain limitations, the Residential Committee and its
appointed officers had the right to cause the managing general partner of the
Partnership to take such actions as it deemed necessary and advisable in
connection with the activities of the Partnership.
SIGNATURE
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.
SPRINGHILL LAKE INVESTORS LIMITED
PARTNERSHIP
By: AIMCO/Springhill Lake Investors GP, LLC,
Managing General Partner
By: AIMCO Properties, L.P.,
Managing Member
By: AIMCO-GP, Inc.,
General Partner
By: /s/ Martha L. Long
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Name: Martha L. Long
Title: Senior Vice President
Date: May 21, 2004