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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 14D-1/A
TENDER OFFER STATEMENT PURSUANT TO SECTION 14(D)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)
AND
SCHEDULE 13D/A
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 5)
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CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES
(Name of Subject Company)
REEDY RIVER PROPERTIES, L.L.C.
INSIGNIA PROPERTIES, L.P.
INSIGNIA PROPERTIES TRUST
INSIGNIA FINANCIAL GROUP, INC.
(Bidders)
UNITS OF LIMITED PARTNERSHIP INTEREST
(Title of Class of Securities)
NONE
(Cusip Number of Class of Securities)
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JEFFREY P. COHEN
SENIOR VICE PRESIDENT
INSIGNIA FINANCIAL GROUP, INC.
375 PARK AVENUE, SUITE 3401
NEW YORK, NEW YORK 10152
(212) 750-6070
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications on Behalf of Bidders)
COPY TO:
JOHN A. HEALY, ESQ.
ROGERS & WELLS
200 PARK AVENUE
NEW YORK, NEW YORK 10166
(212) 878-8000
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This Amendment No. 1, which amends and supplements the
Tender Offer Statement on Schedule 14D-1 originally filed with the Commission
on October 30, 1997 (the "Schedule 14D-1") by Reedy River Properties, L.L.C.
(the "Purchaser"), Insignia Properties, L.P. ("IPLP"), Insignia Properties
Trust ("IPT") and Insignia Financial Group, Inc. ("Insignia"), also constitutes
Amendment No. 5 to the Statement on Schedule 13D of the Purchaser, IPLP, IPT,
Insignia and Andrew L. Farkas, originally filed with the Commission on December
20, 1994, as amended by Amendment No. 1 filed with the Commission on October 4,
1996, Amendment No. 2 filed with the Commission on April 25, 1997, Amendment
No. 3 filed with the Commission on August 1, 1997 and Amendment No. 4 filed
with the Commission on October 30, 1997 (and together with the Schedule 14D-1,
the "Schedules"). The Schedules relate to the tender offer of the Purchaser to
purchase up to 45,000 of the outstanding units of limited partnership interest
("Units") of Consolidated Capital Institutional Properties, at a purchase price
of $400 per Unit, net to the seller in cash, upon the terms and subject to the
conditions set forth in the Offer to Purchase dated October 30, 1997 (the
"Offer to Purchase") and the related Assignment of Partnership Interest (which,
together with any supplements or amendments, collectively constitute the
"Offer"). Capitalized terms used but not defined herein have the meanings
ascribed to them in the Schedule 14D-1 and the Offer to Purchase.
ITEM 10. ADDITIONAL INFORMATION.
(f) The first sentence of Section 14 of the Offer to Purchase is
hereby amended and restated in its entirety to read as follows:
"Notwithstanding any other term of the Offer, the Purchaser
(which is an affiliate of the General Partner) will not be
required to accept for payment or to pay for any Units
tendered if all authorizations, consents, orders or
approvals of, or declarations or filings with, or
expirations of waiting periods imposed by, any court,
administrative agency or commission or other governmental
authority or instrumentality, domestic or foreign,
necessary for the consummation of the transactions
contemplated by the Offer shall not have been filed,
occurred or been obtained prior to the Expiration Date."
In addition, the Offer has been extended to 12:00 midnight,
New York time, on Friday, November 28, 1997. On November 19, 1997, the
Purchaser issued a press release announcing such extension and reporting that
approximately 7,598 Units had been tendered pursuant to the Offer to date. A
copy of the press release has been filed as Exhibit (a)(5) to this Amendment
No. 1 and is incorporated herein by reference in its entirety.
ITEM 11. MATERIAL TO BE FILED AS EXHIBITS.
(a)(5) Text of press release issued by the Purchaser on November 19,
1997.
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SIGNATURE
After due inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: November 19, 1997
REEDY RIVER PROPERTIES, L.L.C.
By: /s/ JEFFREY P. COHEN
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Jeffrey P. Cohen
Manager
INSIGNIA PROPERTIES, L.P.
By: Insignia Properties Trust,
its General Partner
By: /s/ JEFFREY P. COHEN
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Jeffrey P. Cohen
Senior Vice President
INSIGNIA PROPERTIES TRUST
By: /s/ JEFFREY P. COHEN
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Jeffrey P. Cohen
Senior Vice President
INSIGNIA FINANCIAL GROUP, INC.
By: /s/ FRANK M. GARRISON
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Frank M. Garrison
Executive Managing Director
SOLELY FOR PURPOSES OF, AND INSOFAR AS THIS
FILING CONSTITUTES, AMENDMENT NO. 5 TO THE
STATEMENT ON SCHEDULE 13D
/s/ JEFFREY P. COHEN
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Jeffrey P. Cohen
Attorney-in-Fact
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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(a)(5) Text of press release issued by the Purchaser on November 19, 1997.
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EXHIBIT (A)(5)
REEDY RIVER PROPERTIES, L.L.C.
P.O. Box 19059
Greenville, SC 29602
CONTACT: Edward McCarthy of Beacon Hill Partners, Inc.
(212) 843-8500
FOR IMMEDIATE RELEASE
GREENVILLE, SOUTH CAROLINA, November 19, 1997--Reedy River Properties,
L.L.C. today announced that it has extended the expiration date of its
outstanding tender offers for limited partnership interests in Consolidated
Capital Institutional Properties and Consolidated Capital Institutional
Properties/2. The expiration date for each tender offer has been extended to
12:00 midnight, New York time, on Friday, November 28, 1997. The offers were
previously scheduled to expire at 12:00 midnight on Wednesday, November 26,
1997.
Reedy River reported, based on information provided by the depositary
for the offers, that as of the close of business on November 18, 1997,
approximately 7,598 interests had been tendered pursuant to the Consolidated
Capital Institutional Properties offer and approximately 51,165.6 interests had
been tendered pursuant to the Consolidated Capital Institutional Properties/2
offer.
For further information, please contact Beacon Hill Partners at (800)
854-9486, which is acting as the Information Agent for the offers.
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