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):
November 22, 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 November 22, 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 Clear Lake Colony Apartments located
in West Palm Beach, Florida (the "Project"). The Standby Reimbursement
Agreement requires the Registrant to reimburse MLCS for up to $16.33 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 $10.976
million in tax-exempt bonds and related securities as security under the
Standby Reimbursement Agreement. In addition, the Registrant has pledged to
MLCS an additional $3.3 million in tax-exempt bonds and related securities as
security under a previously existing Standby Reimbursement Agreement with
respect to the acquisition of the Iona Lakes Apartments located in Ft. Myers,
Florida.
The Registrant entered into the Standby Reimbursement Agreement in order to
allow the acquisition of the Project by Clear Lake Colony Acquisition
Corporation (the "Purchaser") as part of a plan by the Registrant to acquire
certain securities representing an interest in 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 Incorporated ("Merrill
Lynch") on or around June 30, 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 securities evidencing an interest in the Refunding Bonds. The
Registrant expects to purchase a portion of these securities from Merrill
Lynch.
On November 22, 1999, the Registrant made a $403,000 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: December 9, 1999
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