SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Schedule 14D-1
Tender Offer Statement Pursuant to Section 14(d)(1)
of the Securities Exchange Act of 1934
(Amendment No. 3)
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MCNEIL REAL ESTATE FUND XX, L.P.
(Name of Subject Company)
BOND PURCHASE, L.L.C.
(Bidder)
UNITS OF LIMITED PARTNERSHIP INTEREST
(Title of Class of Securities)
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Bond Purchase, L.L.C.
1100 Main, Suite 2100
Kansas City, MO 64105
Copy to:
Scott M. Herpich
Lathrop & Gage L.C.
2345 Grand Blvd., Suite 2800
Kansas City, MO 64108
(816) 292-2000
(Name, Address and Telephone Number of
Person Authorized to Receive Notices and
Communications on Behalf of Bidder)
Calculation of Filing Fee
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Transaction Amount of
Valuation* Filing Fee
$5,225,770 $1,047
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*For purposes of calculating the filing fee only. This amount assumes the
purchase of 47,507 units of limited partnership interest ("Units") of the
subject company for $100 per Unit in cash.
[X] Check box if any part of the fee is offset as provided by Rule 0-11(a)(2)
and identify the filing with which the offsetting fee was previously paid.
Identify the previous filing by registration statement number, or the Form
or Schedule and date of its filing.
Amount previously paid: $1,047 Filing party: Bond Purchase, L.L.C.
Form or registration no.: Schedule 14D-1 Date filed: January 13, 2000
Schedule 14D-1/A January 28, 2000
(Continued on following pages)
(Page 1 of 5 pages)
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14D-1 Page 2 of 5 Pages
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1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Bond Purchase, L.L.C.
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2. Check the Appropriate Box if a Member of a Group
(See Instructions)
(a) [ ]
(b) [ ]
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3. SEC Use Only
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4. Sources of Funds (See Instructions)
WC
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5. Check Box if Disclosure of Legal Proceedings is Required
Pursuant to Item 2(e) or 2(f) [ ]
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6. Citizenship or Place of Organization
Missouri
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7. Aggregate Amount Beneficially Owned by Each Reporting Person
2,004.68 Units of Limited Partnership Interest
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8. Check Box if the Aggregate Amount in Row (7) Excludes
Certain Shares (See Instructions)
[ ]
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9. Percent of Class Represented by Amount in Row (7)
4.0%
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10. Type of Reporting Person (See Instructions)
PN
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AMENDMENT NO. 3 TO SCHEDULE 14D-1
This Amendment No. 3 amends the Tender Offer Statement on Schedule 14D-1
filed with the Securities and Exchange Commission on January 13, 2000 by Bond
Purchase, L.L.C., a Missouri limited liability company (the "Purchaser"),
relating to the tender offer by the Purchaser to purchase all of the issued and
outstanding units of limited partnership interest ("Units") of McNeil Real
Estate Fund XX, L.P., a California limited partnership (the "Partnership"), to
include the information set forth below. Terms not otherwise defined herein
shall have the meaning ascribed to them in the Schedule 14D-1 and the Offer to
Purchase.
ITEM 10. Additional Information.
On February 3, 2000, Purchaser terminated and withdrew the Offer. Purchaser
will be promptly returning all tendered Units to the tendering limited partners.
The full text of a press release, dated February 3, 2000, issued by Purchaser
with respect to the termination and withdrawal of the Offer is filed herewith as
Exhibit (a)(6) and is incorporated by reference.
ITEM 11. Material to be filed as Exhibits.
99.(a)(6) Press Release, dated February 3, 2000, issued by Purchaser.
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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.
Dated: February 3, 2000
BOND PURCHASE, L.L.C.
By: /s/ David L. Johnson
Name: David L. Johnson
Title: Member
4
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EXHIBIT INDEX
EXHIBIT
NO. TITLE
99.(a)(6) Text of Press Release issued by Bond Purchase, L.L.C. on
February 3, 2000.
5
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PRESS RELEASE
FOR IMMEDIATE RELEASE
BOND PURCHASE, L.L.C. WITHDRAWS TENDER OFFER FOR LIMITED PARTNER UNITS OF MCNEIL
REAL ESTATE FUND XX, L.P.
Kansas City, MO (February 3, 2000). Bond Purchase, L.L.C. today announced
that it has terminated and withdrawn its $110 per Unit cash tender offer price
for any and all outstanding limited partner units of McNeil Real Estate Fund XX,
L.P. (the "Partnership"). Bond Purchase terminated and withdrew its tender offer
as a result of the limited partners' approval of the merger proposed by the
general partner of the Partnership, McNeil Partners, L.P. pursuant to an
acquisition agreement entered into by McNeil Partners and WXI/McNeil Realty,
L.L.C. (the "Whitehall Transaction"). Bond Purchase's offer was conditioned upon
the Whitehall Transaction not being approved.
A special meeting of limited partners of the Partnership to vote on the
Whitehall Transaction was held yesterday, February 2, 2000. Following the
special meeting, McNeil Partners issued a press release indicating that the
limited partners had approved the Whitehall Transaction.
Bond Purchase's offer would have expired on February 11, 2000. Bond Purchase
will be promptly returning to the tendering limited partners all units that were
tendered pursuant to the offer.
Contact: Bond Purchase, L.L.C.
1000 Main, Suite 2100
Kansas City, Missouri 64105
(816) 421-4670: phone
(816) 221-1829: fax
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