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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)
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ANGELES INCOME PROPERTIES, LTD. III
(Name of Subject Company)
COOPER 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 amends and supplements the Tender Offer Statement
on Schedule 14D-1 originally filed with the Commission on August 12, 1998 (the
"Statement") by Cooper River Properties, L.L.C. (the "Purchaser"), Insignia
Properties, L.P., Insignia Properties Trust and Insignia Financial Group, Inc.,
relating to the tender offer of the Purchaser to purchase up to 30,000 of the
outstanding units of limited partnership interest (the "Units") of Angeles
Income Properties, Ltd. III at a purchase price of $75 per Unit, net to the
seller in cash, upon the terms and subject to the conditions set forth in the
Offer to Purchase dated August 12, 1998 (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
Offer to Purchase and the original Statement.
This amendment hereby supplements Exhibit (z)(1) to the original
Schedule 14D-1 to include the summary appraisal for Poplar Square Shopping
Center referenced in Section 13 ("Background of the Offer") of the Offer to
Purchase.
ITEM 11. MATERIAL TO BE FILED AS EXHIBITS.
(z)(1) Summaries of appraisals referred to in the Offer to Purchase in
Section 13 ("Background of the Offer").
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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: August 13, 1998
COOPER 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
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Mr. John Lemmon April 14, 1998
IFGP Corporation
One Insignia Financial Plaza
Greenville, SC 29602
Reference: Update Appraisal of Poplar Square, located at 2300-2366, 2380
Poplar Drive, Medford, Jackson County, Oregon.
Dear Mr. Lemmon:
In accordance with the engagement letter dated March 31, 1997, I have appraised
the above captioned property as of April 2, 1998. The purpose of this report is
to estimate the market value of the leased fee interest in the subject real
estate. The function of this appraisal is to serve as an update to the limited
summary report performed by KTR on August 21, 1995 and the subsequent updates
on February 25, 1996 and April 21, 1997. Supporting documentation of the
analysis and conclusions has been retained in my files and may be reviewed
upon request.
Briefly described, the subject consists of a 10.49-acre parcel located on the
east side of Poplar Drive and the south side of Hinton Road. The site is
irregular in shape, level and at grade with the fronting streets. It is fully
serviced with all typical public utilities and zoned for regional commercial
development. In 1984, the site was improved with a 166,274 square foot community
shopping center. The subject comprises 118,474 square feet of the improvements,
as one of the anchor stores, G.I. Joes, is not included within the property
under appraisal. The center's occupancy is 93% overall, 90% for the subject's
portion. Recent leasing has been good, with seven out of the last eight
expiring tenants retained on renewals, and one new lease. One small tenant
recently failed mid-term. Ross is in the middle of its first option from March
1996 through February 2001. Near term exposure to vacancy is therefore below
average.
The report has been prepared in conformance with and is subject to the Code of
Professional Ethics and Standards of Professional Appraisal Practice as
promulgated by the Appraisal Foundation. In addition, this report complies with
the Appraisal Standards as set forth in the Financial Institutions Reform,
Recovery, and Enforcement Act of 1989 (FIRREA).
The estimated marketing period to sell the subject property, assuming it is
placed on the market at the value estimate concluded herein, is 6 to 12 months.
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April 14, 1998
Mr. John Lemmon
Page 2
Based upon the research and analysis of data, which has been considered in
connection with this report, it is my opinion that the market value of the
leased fee interest in the subject real estate, as of April 2, 1998 is:
EIGHT MILLION TWO HUNDRED FIFTY THOUSAND DOLLARS
($8,250,000)
Respectfully submitted,
KOEPPEL TENER REAL ESTATE
SERVICES, INC.
By
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Andrew T. Robinson, MAI
