Exhibit (a)(3)
April 18, 2007
TO: UNIT HOLDERS OF CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES 2
SUBJECT: OFFER TO PURCHASE UNITS FOR 38% MORE THAN AIMCO'S OFFER
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 181,811 Units of
limited partnership interest (the "Units") in CONSOLIDATED CAPITAL INSTITUTIONAL
PROPERTIES 2 (the "Partnership") at a purchase price equal to:
$9.00 per Unit
The Offer will provide you with an opportunity to liquidate all, or a portion
of, your investment 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 YET. This offer is 38% HIGHER than what an
affiliate of the General Partner is currently offering. Don't throw
away $2.47 per Unit! Withdraw your Units from AIMCO and tender them
to us!
o NO DISTRIBUTIONS! The Partnership has paid no distributions since
2001! The Partnership has stated that "there can be no assurance
that the Partnership will generate sufficient funds from operations,
after planned capital expenditures, to permit any distributions to
its partners in 2007 or subsequent periods." (emphasis added)
o UNCERTAINTY OF PARTNERSHIP TERMINATION. Our offer provides you with
the opportunity to receive liquidity. The general partner has given
no indication when the partnership will be liquidating. The
Partnership term extends through 2013! Therefore, investors may not
see liquidity for some time.
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.
o ELIMINATION OF RETIREMENT ACCOUNT FEES. If you sell your Units, you
may avoid incurring fees for having this investment in your IRA or
retirement account. Because many custodians have transfer
restrictions against limited partnership units 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 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
We've enclosed a Notice of Withdrawal that you can fax or deliver to the agent
for AIMCO Properties, LP if you already tendered your Units to AIMCO and you
wish to receive more money! The AIMCO Offer expires on April 27, 2007 (unless
further extended), so its depository, The Altman Group, must receive your Notice
of Withdrawal by midnight Eastern Time on that date for you to withdraw from
that offer. You must also deliver to us an executed copy of our Letter of
Transmittal to accept our Offer. If you have any questions or need assistance,
please call the Depositary at 800-854-8357.
This Offer expires (unless extended) May 18, 2007.