SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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):
September 23, 1999
AMERICA FIRST TAX EXEMPT INVESTORS, L.P.
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(Exact name of registrant as specified in its charter)
Delaware 000-24843
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(State of Formation) (Commission File Number)
47-0810385
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(IRS Employer Identification Number)
Suite 400, 1004 Farnam Street,
Omaha, Nebraska 68102
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(Address of principal executive offices) (Zip Code)
(402) 444-1630
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(Registrants' telephone number, including area code)
Not applicable
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(Former name or former address, if changed since last report)
Item 5. Other Events.
On September 1, 1999, America First Tax Exempt Investors, L.P., a Delaware
limited partnership (the "Registrant") entered into a Standby Reimbursement
Agreement with Merrill Lynch Capital Services, Inc. ("MLCS"), whereby the
Registrant guaranteed repayment to MLCS for any moneys paid by MLCS to Banco
Santander Hispano S.A. (the "Bank") which have been paid by the Bank to
Continental Casualty Company ("Continental") as surety for the tax-exempt
bonds (the "Bonds") which refinanced the Iona Lakes Apartments located in Ft.
Myers, Florida (the "Project"). The Standby Reimbursement Agreement requires
the Registrant to reimburse MLCS for up to $17.35 million (the amount of the
Bank letter of credit) plus certain expenses of MLCS if the owner of the
Project fails to pay the principal of and interest on the Bonds when due. In
connection therewith, the Registrant has pledged to MLCS $14.6 million in
tax-exempt bonds and related securities as security under the Standby
Reimbursement Agreement.
The Registrant entered into the Standby Reimbursement Agreement in order to
allow the acquisition of the Project by Iona Lakes Acquisition Corporation
(the "Purchaser") as part of a plan by the Registrant to acquire certain
derivative securities backed by tax-exempt bonds secured by the Project which
are anticipated to be issued by the Florida Housing Finance Corporation to
Merrill Lynch Pierce Fenner and Smith ("Merrill Lynch") on or around April 1,
2000 (the "Refunding Bonds"). The proceeds of the Refunding Bonds will be
used to pay off the Bonds and provide permanent financing for the Project.
Immediately following the issuance and sale of the Refunding Bonds,
Continental's surety bond will be released along with the Bank letter of
credit, the MLCS guaranty to the Bank and the Registrant's guaranty to MLCS.
At that point, the Registrant's obligations under the Standby Reimbursement
Agreement will cease. It is anticipated that Merrill Lynch will then deposit
the Refunding Bonds into a trust arrangement and will issue derivative
securities evidencing an interest in the Refunding Bonds. The Registrant
expects to purchase a portion of these derivative securities from Merrill
Lynch.
On September 23, 1999, the Registrant made a $497,965 loan (the "Loan") to the
Purchaser to facilitate the acquisition by the Purchaser of the Project. The
Loan is unsecured and subordinated.
There is no affiliation between the Registrant and MLCS or Merrill Lynch and
the terms of the financing were determined through arm's-length negotiation.
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SIGNATURES
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.
AMERICA FIRST TAX EXEMPT INVESTORS,
L.P., the Registrant
By America First Capital Associates Limited
Partnership Two, its general partner
By America First Companies L.L.C, its general
partner
By /s/ Michael Thesing
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Michael Thesing, Vice President and Principal
Financial Officer
Dated: October 27, 1999
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