Exhibit (a)(3)
October 11, 2007
TO: BAC HOLDERS OF CRI HOTEL INCOME PARTNERS, LP
SUBJECT: OFFER TO PURCHASE BACS
Dear BAC Holder:
As described in the enclosed Offer to Purchase and related Letters of
Transmittal (the "Offer") the Purchasers named in the attached Offer
(collectively the "Purchasers") are offering to purchase up to 173,732
beneficial assignment certificates representing limited partnership interests
(the "BAC") in CRI HOTEL INCOME PARTNERS, LP (the "Partnership") at a purchase
price equal to:
$14 per BAC
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The Offer will provide you with an opportunity to liquidate all, or a portion
of, your investment in CRI HOTEL INCOME PARTNERS, LP without the usual
transaction costs associated with market sales or partnership transfer fees.
Reasons you may wish to sell your BAC include:
o HIGHEST OFFER PRICE YET. This offer is 20%, or $2.50 per BAC, higher
than our previous offer and the highest tender offer price of which we
are aware.
o UNCERTAINTY OF PARTNERSHIP TERMINATION PRIOR TO 2016. Our offer
provides you with the opportunity to receive a guaranteed amount of
money in a specified time period. According to the Partnership's most
recent Annual Report on Form 10-K, "The General Partner is not
currently soliciting sale offers" and that the Partnership "will
continue until December 31, 2016, unless dissolved earlier..."
(emphasis added). Further, the General Partner has stated that it will
"review sale opportunities for the portfolio of hotels in the next few
years" but that "we believe that a refinancing at this time, rather
than a sale of the hotels, is the most appropriate investment
strategy." Therefore, investors may not see liquidity until 2016.
o ILLIQUIDITY OF BACS. The relative illiquidity of the BAC resulting from
the absence of a formal trading market makes the BAC difficult to sell.
o NO FUTURE IRS FILING REQUIREMENTS. The tax year in which you sell your
BAC will be the final year for which you will be obligated to file a
K-1 for the Partnership with your tax return. This may represent a
reduction in costs associated with filing complicated tax returns. Your
decision to sell may have other favorable or unfavorable tax
consequences and potential sellers should consult their individual tax
advisers.
o ELIMINATION OF RETIREMENT ACCOUNT FEES. If you sell your BAC, you may
avoid incurring fees for having this investment in your IRA or
retirement account. Because many custodians have transfer restrictions
against limited partnership BACs or charge additional fees for holding
this type of asset, many investors are faced with the task of searching
for a way to avoid these fees. Once our cash payment is sent directly
to your retirement account, you are free to consolidate your retirement
accounts or transfer the funds to a custodian that offers lower fees.
After carefully reading the enclosed Offer, if you elect to tender your BAC,
mail (using the enclosed pre-addressed, postage paid envelope) or fax (then
mail) a duly completed and executed copy of the Letter of Transmittal (printed
on purple paper) and change of address forms, and any other documents required
by the Letter of Transmittal, to the Depositary for the Offer at:
MacKenzie Patterson Fuller, LP
1640 School Street, Moraga, California 94556
Facsimile: (925) 631-9119
If you have any questions or need assistance, please call the Depositary at
800-854-8357. This Offer expires (unless extended) November 20, 2007.