Exhibit (a)(3)
November 2, 2007
TO: UNIT HOLDERS OF RIVERSIDE PARK ASSOCIATES, LP
SUBJECT: OFFER TO PURCHASE UNITS
Dear Unit 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 113.2 Units of
limited partnership interest (the "Units") in RIVERSIDE PARK ASSOCIATES, LP (the
"Partnership") at a purchase price equal to:
$70,000 per Unit
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The Offer will provide you with an opportunity to liquidate all, or a portion
of, your investment in RIVERSIDE PARK ASSOCIATES, LP without the usual
transaction costs associated with market sales or partnership transfer fees.
Reasons you may wish to sell your Units include:
o HIGHEST OFFER PRICE! Our offer is over $5,500 per Unit, or 8.65% higher,
than AIMCO's offer! AIMCO is currently offering to purchase units for
$64,429 per Unit.
o PARTNERSHIP GOING PRIVATE. AIMCO's offer will result in the deregistration
of the Units; thus, soon this Partnership will no longer be a public
reporting company, meaning information about the Partnership may be harder
to obtain.
o UNCERTAINTY OF PARTNERSHIP TERMINATION. Our offer provides you with the
opportunity to receive a guaranteed amount of money in a specified time
period. The general partner has given no indication when the partnership
will be liquidating. The Partnership term extends through December 31,
2035!
o NO DISTRIBUTIONS. The Partnership has paid no distributions since 2004! The
Partnership has stated that "In light of the amounts accrued and payable to
affiliates of the General Partner at June 30, 2007 and the significant
redevelopment project at the property, there can be no assurance that the
Partnership will generate sufficient funds from operations, after required
capital expenditures, to permit any distributions to its partners during
the remainder of 2007 or subsequent periods."
o ILLIQUIDITY OF UNITS. The relative illiquidity of the Units resulting from
the absence of a formal trading market makes the Units difficult to sell.
o NO FUTURE IRS FILING REQUIREMENTS. The tax year in which you sell your
Units 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.
After carefully reading the enclosed Offer, if you elect to tender your Units,
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 pink 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) December 14, 2007.