UNITED STATES
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) January 18, 2000
Investment Properties Associates
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(Exact name of registrant as specified in its charter)
New York 0-5537 13-2647723
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
60 East 42nd Street, New York, New York 10165
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 687-6400
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(Former name or former address, if changed since last report)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On January 18, 2000, the Company concluded the sale of its undivided fifty
percent interest as a tenant in common in 1328 Broadway, New York, New York to
1328 Broadway Associates, LLC, a Delaware limited liability company, for
$43,500,000.
The Company will use the sale proceeds to first pay mortgage debt, closing costs
and other commitments, aggregating approximately $7,000,000. The Company will
make a special distribution to holders of record of its participations of
partnership interests (PPIs) as of the close of business on January 31, 2000. It
is anticipated that such distribution will be approximately $22.00 per PPI and
will be paid on February 17, 2000.
One-half of the net proceeds from the sale will be distributed to the general
and special limited partners and one-half to the holders of its PPIs in
accordance with the Company's partnership agreement.
ITEM 5. OTHER EVENTS.
In December 1999, the Company had requested that the Nasdaq Stock Market, Inc.
(NASDAQ) establish a December 29, 1999 ex-dividend date in connection with its
regular annual distribution of Net Operating Revenues made each March 31st.
NASDAQ did not establish such date as the ex-dividend date.
On January 19, 2000, NASDAQ informed the Company that its PPIs will trade
ex-dividend on January 20, 2000.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(b) Pro forma financial information.
The Company has not included the Pro Forma Financial Statements required by this
report but will file such financial statements no later than 60 days after the
date hereof.
(c) Exhibits.
Exhibit No. Description
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Exhibit 99.1 Press Release of Company, dated January 18, 2000
Exhibit 99.2 Press Release of Company, dated January 19, 2000
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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.
INVESTMENT PROPERTIES ASSOCIATES
BY /s/Irving Schneider
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Irving Schneider, General Partner
Date: January 21, 2000
EXHIBIT 99.1
Investment Properties Associates Closes
Sale of 1328 Broadway, New York, NY -
Announces Record Date for Special Distribution
New York, New York, January 18, 2000...Investment Properties Associates (IPA)
announced today that it has concluded the sale of its undivided fifty percent
interest as a tenant in common in 1328 Broadway, New York, NY for $43,500,000.
The purchaser is 1328 Broadway Associates, LLC.
An IPA spokesman said that the sales proceeds would be used to first pay
mortgage debt, closing costs and other commitments, aggregating approximately
$7,000,000. IPA will make a special distribution to holders of record of its
participations of partnership interests as of the close of business on January
31, 2000. It is anticipated that such distribution will be approximately $22.00
per participation interest and will be paid on February 17, 2000.
IPA understands that Nasdaq Stock Market rules require that, in the case of this
special distribution, the PPIs will trade ex-dividend one business day after the
payment date, which is February 17, 2000. Holders of PPIs who sell them before
the ex-dividend date (February 18, 2000) will transfer the right to receive the
special distribution to the buyers of PPIs in connection with the sale of the
PPIs. It should also be noted that on the ex-dividend date for this special
distribution, the price of the PPIs is expected to reflect the special
distribution and to trade below the current price.
The sale of 1328 Broadway was approved by all of the general partners of IPA
including ScogBell AG, Inc., Irving Schneider and Minlyn, Inc. Helmsley-Spear,
Inc. represented IPA in this transaction.
IPA was created in 1969 by Harry Helmsley and Irving Schneider. In addition to
1328 Broadway, IPA owns approximately 900,000 square feet of commercial office
buildings in New York and New Jersey. Irving Schneider said that IPA was
continuing to explore the possible sale of one or more or all of its properties,
but there could be no assurances that any such sale will be concluded.
Contact: Irving Schneider - (212) 880-0151
General Partner, Investment Properties Associates
Co-Chairman & Chief Operating Officer, Helmsley-Spear, Inc., Agent
Robert Hecht - (212) 880-0276
Chief Financial Officer, Investment Properties Associates
Vice President of Finance, Helmsley-Spear, Inc., Agent
EXHIBIT 99.2
Investment Properties Associates
Announces Change for Regular Annual Distribution
New York, New York, January 19, 2000...Today the Nasdaq Stock Market, Inc.
(NASDAQ) informed Investment Properties Associates (IPA) that its participations
of partnership interests (PPIs) will trade ex-dividend on January 20, 2000 in
connection with its regular annual distribution of Net Operating Revenues made
each March 31st.
In December 1999, IPA had requested that NASDAQ establish a December 29, 1999
ex-dividend date for this regular distribution to conform with past practices.
NASDAQ did not establish such date as the ex-dividend date.
As a result of the establishment of the ex-dividend date at January 20, 2000,
holders of PPIs who sell them before this ex-dividend date will transfer the
right to receive the regular annual distribution (estimated to be approximately
$8 per PPI) to the buyers of PPIs in connection with the sale of the PPIs. It
should also be noted that on the ex-dividend date for this distribution, the
price of the PPIs may decline to reflect the regular annual distribution and
trade below the current price.
Contact: Irving Schneider - (212) 880-0151
General Partner, Investment Properties Associates
Co-Chairman & Chief Operating Officer, Helmsley-Spear, Inc., Agent
Robert Hecht - (212) 880-0276
Chief Financial Officer, Investment Properties Associates
Vice President of Finance, Helmsley-Spear, Inc., Agent
