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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 14D-1
(Amendment No. 3)
Tender Offer Statement Pursuant to Section 14(d)(1)
of the Securities Exchange Act of 1934
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BALCOR REALTY INVESTORS - 83
(Name of Subject Company)
WALTON STREET CAPITAL ACQUISITION CO., L.L.C.
WIG 83 PARTNERS
FMG ACQUISITION I, L.L.C.
INSIGNIA FINANCIAL GROUP, INC.
(Bidders)
LIMITED PARTNERSHIP INTERESTS
(Title of Class of Securities)
NONE
(CUSIP Number of Class of Securities)
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Edward J. Schneidman
John R. Sagan
Mayer, Brown & Platt
190 South LaSalle Street
Chicago, Illinois 60603
(312) 782-0600
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications on Behalf of Bidder)
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Amendment No. 3 to Schedule 14D-1
This Amendment No. 3 to Schedule 14D-1 amends the Schedule 14D-1 filed by
Walton Street Capital Acquisition Co., L.L.C., a Delaware limited liability
company, (the "Purchaser") with the Commission on November 16, 1995, as amended
by Amendment No. 1 filed with the Commission on November 21, 1995 and Amendment
No. 2 filed with the Commission on December 5, 1995. All capitalized terms
used herein but not otherwise defined have the meanings ascribed to such terms
in the Offer to Purchase dated November 16, 1995 (the "Offer to Purchase"), the
First Supplement to the Offer to Purchase dated December 5, 1995 (the "First
Supplement") and the related Letter of Acceptance (the "Letter of Acceptance,"
as each may be supplemented or amended from time to time, which together
constitute the "Offer").
ITEM 1. SECURITY AND SUBJECT COMPANY.
Item 1(b) is hereby amended by the following:
(b) The Purchase Price for the Interests has been increased to $160.
ITEM 4. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Item 4(a) is hereby amended by the following:
(a) The total amount of funds necessary to purchase the maximum number of
Interests sought pursuant to the Offer has been increased to $5,400,320.
ITEM 10. ADDITIONAL INFORMATION.
Item 10(f) is hereby amended to add the following:
(f) The information set forth in the Press Release dated December 18,
1995, a copy of which attached hereto as Exhibit (a)(9), is incorporated herein
by reference.
ITEM 11. MATERIAL TO BE FILED AS EXHIBITS.
99.(a)(9) Press Release dated December 18, 1995.
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SIGNATURES
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.
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Dated: December 18, 1995. WALTON STREET CAPITAL ACQUISITION
CO., L.L.C.
By:/s/ Neil Bluhm
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Neil Bluhm
Manager
By:/s/ Ira Schulman
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Ira Schulman
Manager
By:/s/ William Abrams
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William Abrams
Manager
By:/s/ Jeffrey Quicksilver
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Jeffrey Quicksilver
Manager
WIG 83 PARTNERS
By: Walton Street Capital Acquisition Co., L.L.C.
By:/s/ Ira Schulman
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Ira Schulman
Managing Principal
FMG ACQUISITION I, L.L.C.
By:/s/ Jeffrey Goldberg
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Jeffrey Goldberg
In his capacity as Manager
INSIGNIA FINANCIAL GROUP, INC.
By:/s/ Frank Garrison
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Frank Garrison
Executive Managing Director
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EXHIBIT INDEX
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Sequentially
Numbered
Exhibit Description Page
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99.(a)(9) Press Release dated December 18, 1995 . . . . . . . . . . . . . . . . . . . . . 5
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Exhibit 99.(a)(9)
For Further Information:
AT THE COMPANY:
Ira J. Schulman
(312) 915-2843
FOR IMMEDIATE RELEASE
CHICAGO, ILLINOIS, DECEMBER 18, 1995 -- Walton Street Capital Acquisition Co.,
L.L.C. ("Walton Street") today announced that it has extended the expiration
date of its tender offers for limited partnership interests ("Interests") in
each of Balcor Equity Properties Ltd. - VIII ("Balcor VIII"); Balcor Equity
Properties - XII ("Balcor XII"); Balcor Realty Investors 85 - Series I, A Real
Estate Limited Partnership ("Balcor 85-I"); Balcor Realty Investors 85 - Series
III, A Real Estate Limited Partnership ("Balcor 85-III"); Balcor Realty
Investors 86 - Series I, A Real Estate Limited Partnership ("Balcor 86-I"); and
IDS/Balcor Income Partners, A Real Estate Limited Partnership ("IDS/Balcor")
until 5:00 p.m., Eastern Standard Time, on Friday, December 22, 1995.
Walton Street also announced that it has increased the price at which it
will purchase the Interests of Balcor Realty Investors Ltd. - 82 ("Balcor 82")
to $100 net per Interest, Balcor Realty Investors - 83 ("Balcor 83") to $160
net per Interest, and Balcor Realty Investors - 84 ("Balcor 84") to $90 net per
Interest, and has extended each of those offers until 5:00 p.m. Eastern
Standard Time, on Wednesday, January 3, 1996.
As of December 16, 1995, approximately 1,815 Interests of Balcor VIII,
3,818 Interests of Balcor XII, 4,055 Interests of Balcor 82, 3,998 Interests of
Balcor 83, 8,282 Interests of Balcor 84, 2,873 Interests of Balcor 85-I, 3,157
Interests of Balcor 85-III, 1,828 Interests of Balcor 86-I, and 1,938 Interests
of IDS/Balcor had been tendered to the depositary pursuant to the terms of the
tender offers.
Copies of any of the tender offer materials may be obtained from The
Herman Group, Inc., the Information Agent/Depositary for the tender offers, at
(800) 747-2979.
