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SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
(Amendment No. )
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Nooney Real Property Investors-Four, L. P.
(Name of Registrant as Specified in Its Charter)
Millenium Investors 2, LLC
(Name of Person(s) Filing Proxy Statement)
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YOUR VOTE CAN MAKE THE DIFFERENCE!
THIS IS YOUR BEST CHANCE TO GET OUT OF YOUR INVESTMENT
In
NOONEY REAL PROPERTY INVESTORS-FOUR, L. P.,
a Missouri limited partnership (the "Partnership")
Your Partnership is now controlled by CGS Real Estate Company, Inc., a Texas
corporation. You were not given an opportunity to vote on the change of control
of the Partnership. Millenium Investors 2, LLC ("Millenium") is giving you a
chance to vote now! Millenium is proposing to replace the current general
partners and to liquidate the Partnership.
You probably received a letter recently from the Partnership's current general
partner in response to Millenium's consent solicitation. The general partner's
response is mostly about the technical legal arguments that they have made up to
try to prevent Millenium from becoming the new general partner after the Limited
Partners have voted the current general partners out. We believe their legal
opinions, which they present as if they were fact, are entirely unfounded and
are a misrepresentation of the Partnership Agreement.
The current general partner's response is more noteworthy for what it does not
say. The general partner does not say why the Partnership has held onto its
properties through a strong real estate market instead of selling them at a
favorable price. The general partner does not say why its own affiliate never
made the required earnest money deposit and failed to buy the properties. The
general partner does not say why it ignored and continues to ignore an offer to
buy the properties for $1,000,000 more than the price it was giving to its
affiliate.
What the general partner does say is that it is "exploring opportunities" and is
"in the process of developing a plan" but that "the Managing General Partner can
make no assurances that such plan will be consummated." Millenium believes this
plan will fall apart just like the plan to sell to the general partner's
affiliate fell apart; meanwhile, the current general partner will keep
collecting fees from the Partnership while the Limited Partners wait to get out
of this investment. Millenium's plan is simple: sell the properties at the best
possible price as soon as possible and distribute the proceeds to the Limited
Partners!
Millenium must receive favorable votes from Limited Partners representing a
majority of the Partnership units. Not voting is the same as voting against
Millenium's proposals to replace the current general partners and to liquidate
the Partnership. We believe many Limited Partners are in favor of Millenium's
proposals, but have not yet voted. Be sure your vote is counted the way you want
it to be.
We have extended the voting deadline to October 27, 1999 so you can still vote.
Please sign, date and return the enclosed Consent of Limited Partner form as
promptly as possible in the enclosed, prepaid envelope. If you have any
questions, please do not hesitate to contact us.
MILLENIUM INVESTORS 2, LLC
199 South Los Robles Avenue, Suite 440
Pasadena, California 91101
(800) 611-4613 or (626) 585-5920
September 29, 1999
