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EXHIBIT 5
May 30, 2000
Board of Directors
Amrep Corporation
c/o Edward B. Winslow
Jacobs Persinger & Parker
77 Water Street
New York, NY 10005
Re: Acquisition of Amrep Corporation
Gentlemen:
David P. Maniatis, Principal, Recorp Companies, and Steve Robson, Developer and
Owner, Scott Homes and Robson Communities, are forming a joint venture for the
purpose of acquiring the Company. Recorp has major land holdings in Phoenix,
Arizona and Albuquerque, New Mexico including 10,000 acres on the Western border
of Rio Rancho, and thousands of single family residential lots in various stages
of development in Phoenix. Robson Communities is one of the largest private
retirement community developers in the Country, with operations in Arizona and
Texas.
Amrep Corporation has for the past few years carried out various business
strategies which have failed to attract the investment community=s support and
accordingly, Amrep=s stock price has declined sharply. Higher interest rates and
the possibility of still higher rates in the future will continue to negatively
impact Amrep>s stock as well as concerns regarding management, Kable News
Company, Shasta Real Estate Company, concentrating of assets in Albuquerque, and
unrelated businesses. As private developers, we are not subject to the pressures
of a public company and we can deal with properties on a purely economic basis.
Accordingly, we hereby offer to acquire Amrep Corporation in a cash merger
transaction at a price of $9 per share and all outstanding options at a price
equal to the difference between the option exercise price and $9 per share,
subject to due diligence.
We have obtained serious indications of interest in providing financing
commitments and we believe such financing is readily obtainable given the
resources of our joint venturers. In your consideration of this offer, we are
prepared to meet with you and describe our anticipated financing sources and our
ability to consummate the acquisition.
If we do not receive a response in writing delivered to Recorp's offices by 3:00
p.m. New York time, June 2, 2000, then our offer is hereby revoked.
Very truly yours,
/s/ David P. Maniatis /s/ Steve Robson
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David P. Maniatis Steve Robson
