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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)
AND
SCHEDULE 13D/A
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 2)
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ANGELES INCOME PROPERTIES, LTD. IV
(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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AMENDMENT NO. 1 TO SCHEDULE 14D-1/AMENDMENT NO. 2 TO SCHEDULE 13D
This Amendment No. 1, which amends and supplements the Tender Offer
Statement on Schedule 14D-1 originally filed with the Commission on August 12,
1998 by Cooper River Properties, L.L.C. (the "Purchaser"), Insignia Properties,
L.P. ("IPLP"), Insignia Properties Trust ("IPT") and Insignia Financial Group,
Inc. ("Insignia"), also constitutes Amendment No. 2 to the Statement on
Schedule 13D of the Purchaser, IPLP, IPT, Insignia and Andrew L. Farkas,
originally filed with the Commission on June 16, 1997, as amended by Amendment
No. 1 filed with the Commission on August 12, 1998 (and together with the
Schedule 14D-1, the "Schedules"). The Schedules relate to the tender offer of
the Purchaser to purchase up to 50,000 of the outstanding units of limited
partnership interest (the "Units") of Angeles Income Properties, Ltd. IV 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 Schedule 14D-1.
This amendment hereby supplements Exhibit (z)(1) to the original
Schedule 14D-1 to include the summary appraisal for Eastgate Marketplace
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
SOLELY FOR PURPOSES OF, AND INSOFAR AS THIS
FILING CONSTITUTES, AMENDMENT NO. 2 TO THE
STATEMENT ON SCHEDULE 13D
/s/ ANDREW L. FARKAS
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By: Jeffrey P. Cohen, Attorney-in-Fact
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Mr. Martin Skelly April 10, 1998
IFGP Corporation
One Insignia Financial Plaza
Greenville, SC 29602
Reference: Restricted appraisal report-limited appraisal of Eastgate
Marketplace, located Walla Walla, Washington
Dear Sir:
In accordance with your request, we have appraised the above captioned property
as of April 2, 1998. This appraisal and final estimate of value has been based
upon a careful and personal inspection of the property and upon research into
various factors that influence value. The purpose of this report is to estimate
the market value of the leased fee estate of the subject property. The
function of this appraisal is to serve as an update to the limited summary
report performed by KTR on August 4, 1995 and updated on February 23, 1996 and
April 10, 1997. Supporting documentation of our analysis and conclusions has
been retained in the appraiser's files and may be reviewed upon request.
Briefly described, the subject property consists of a neighborhood shopping
center containing 145,388 square feet of leasable area. The center is anchored
by Albertson's, RiteAid Drugs, Staples, United Buy & Sell and 9,600 square feet
of mall store space. A Wendy's fast food restaurant and US Bank ATM are
situated on outlying pads. Parking is provided for 732 cars in an open asphalt
paved lot. The improvements were constructed in 1973 with a complete remodel in
1991 and partial remodel in conjunction with the addition of Staples in 1997.
The structures are in good physical condition.
Current occupancy is 99.4%, up from 84.9% of April 1997. One small interior
space of 840 leaseable square feet is vacant. Since the previous report, the
central portion of the mall was reconfigured with Staples taking over half of
the previous shop and mall space. Two new tenants have been added (Radio Shack
and Sally Beauty), both in spaces that have been opened up to the parking lot.
Leases have been finalized with Fancy Nail and Third Dimensions. These tenants
are in place.
Within the market area, a local grocery store located cater-corner from the
subject has been vacated and RiteAid has contracted to occupy a new building on
that site, vacating their space in the subject. The RiteAid lease has just
over four years remaining at a rental rate advantageous to the tenant. It is
anticipated that the tenant will sub-lease this 46,000 square foot space.
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April 10, 1998
Mr. Martin Skelly
Page 2
The analysis and results of our investigation are submitted in the accompanying
report which 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/exposure period to sell the subject property assuming
it is placed on the market at the value estimated concluded herein is
approximately 12 months. This includes 6 to 12 months to initiate marketing and
cultivate interest. Thereafter, several months are common to work out
financing, carry out due diligence and close on the transaction.
In view of the pertinent facts mentioned herein and based upon the analysis of
data which has been considered in connection with this report, it is the
opinion of the undersigned that the market value of the leased fee estate of
the subject property, as of April 2, 1998 is:
FOUR MILLION EIGHT HUNDRED THOUSAND DOLLARS
($4,800,000)
Respectfully submitted,
KOEPPEL TENER REAL ESTATE
SERVICES, INC.
Jerry Fulwiler Richard J. Briscoe, MAI
Vice President
