SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported) 12/31/96
Summit Tax Exempt Bond Fund, L.P.
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(Exact Name of Registrant as Specified in Charter)
Delaware (Limited Partnership)
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(State or other Jurisdiction of Incorporation)
1-9373 13-3323104
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(Commission File Number ) (IRS Employer Identification Number)
625 Madison Avenue, New York, NY 10022
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(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (212) 421-5333
N.A.
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(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events
On December 31, 1996, the United States District Court for the Southern
District of New York (the "Court") issued a preliminary approval order (the
"Order") with respect to the settlement (the "Settlement") of the class action
litigation (the "Class Action") relating to Summit Tax Exempt Bond Fund, L.P.
(the "Partnership") against Related Tax Exempt Bond Associates, Inc. (the
"Related General Partner") and certain of its affiliates (In re Prudential
Securities Inc. Limited Partnership Litigation, MDL No. 1005). Pursuant to the
stipulation of settlement entered into with counsel for the class on December
24, 1996, the proposed Settlement contemplates, among other matters, the
reorganization (the "Reorganization") of the Partnership and two other
partnerships co-sponsored by affiliates of the Related General Partner and
Prudential-Bache Properties, Inc. (the "P-B General Partner" and, collectively
with the Related General Partner, the "General Partners").
The proposed Settlement and Reorganization are subject to objections by
the BUC$holders and limited partners of the Partnership and each of the other
partnerships and final approval of the court after review of the proposals at a
fairness hearing.
Under the proposed Reorganization plan, the BUC$holders of the
Partnership and Summit Tax Exempt L.P. II and Summit Tax Exempt L.P. III will
receive shares in a newly formed business trust. The shares are expected to be
allocated proportionately among the partnerships and their respective investors
based upon appraisals and other factors and such allocation is expected to be
supported by a third party fairness opinion. Detailed information about the
proposed Settlement and Reorganization will be sent to BUC$holders in the near
future. The terms of the Reorganization include, among other matters, affiliates
of the Related Capital Company ("RCC") acquiring the P-B General Partner's
general partner interest (the "P-B Interest"), transferring to the BUC$holders
one-half of the P-B Interest, reducing fees currently payable to the General
Partners by 25%, applying to list the new company's shares on the Nasdaq
National Market and creating an infinite, as opposed to finite, life operating
business.
In connection with the proposed Settlement and Reorganization the P-B
General Partner and RCC entered into an agreement for the purchase by RCC or its
affiliates of the P-B Interest. The agreement is subject to numerous conditions
including the Settlement of the Class Action and the approval of the sale and
withdrawal of the P-B General Partner as a general partner of the Partnership by
the Court.
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There can be no assurance that the conditions to the closing of the
proposed Settlement and Reorganization will be satisfied nor as to the time
frame in which a closing may occur.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
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A. Financial Statements
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Not Applicable
B. Pro Forma Financial Information
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Not Applicable
C. Exhibits
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(a) December 31, 1996 Press Release "Summit Tax-Exempt Bond Fund, L.P. receives
preliminary approval order for reorganization as a publicly traded Delaware
Business Trust"
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SIGNATURES
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Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Summit Tax-Exempt Bond Fund, L.P.
(Registrant)
By: Related Tax-Exempt Bond Associates, Inc.
A Delaware Corporation,
General Partner
January 10, 1997 BY: /s/ Stuart J. Boesky
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Stuart J. Boesky
Senior Vice President
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CONTACT: Nancy Sullivan
Related Capital Company
212-421-5333
For Immediate Release
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Edward Nebb
Morgen-Walke Associates
SUMMIT TAX-EXEMPT BOND FUND, L.P. RECEIVES PRELIMINARY
APPROVAL ORDER FOR REORGANIZATION AS A
PUBLICLY TRADED DELAWARE BUSINESS TRUST
NEW YORK, N.Y., December 31, 1996 -
Related Capital Company, a leading real estate financial services firm,
today announced a plan to reorganize its publicly traded tax-exempt limited
partnership, Summit Tax-Exempt Bond Fund, L.P.
As part of the proposed reorganization, Summit Tax-Exempt Bond Fund
L.P. (AMEX symbol: SUA) will be consolidated with two other limited
partnerships, Summit Tax-Exempt L.P. II and Summit Tax-Exempt L.P. III, which
share similar investment objectives and portfolio characteristics. The
consolidated entities will be organized as a new publicly traded Delaware
Business Trust and will seek to be listed on the Nasdaq. Affiliates of Related
currently serve as one of the general partners of each of the partnerships.
The proposed reorganization is a result of a settlement by certain
affiliates of Related of consolidated class action litigations in which
Prudential Securities Incorporated, as well as affiliates of Related and others
have been named as co-defendants. The proposed settlement and the proposed
reorganization are subject to objections by the BUC$holders of each of the
partnerships and final approval by the United States District Court for the
Southern District of New York after review of the proposals at a fairness
hearing. The Court has issued a preliminary approval order with respect to the
proposed settlement approving the form of the notice of the proposed settlement
to be sent to all BUC$holders.
"The proposed settlement, which supplements the $110 million settlement
with Prudential Securities Incorporated completed last year, affords investors
in these partnerships both additional monetary relief and equitable relief,"
said Lawrence A. Sucharow, Esq., co-lead counsel for the plaintiffs. "The
equitable relief, consisting of the proposed reorganization, is intended to
provide investors with liquidity and lower operating costs as well as reduced
management fees."
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Under the proposed reorganization plan, the BUC$holders of Summit
Tax-Exempt Bond Fund L.P., Summit Tax Exempt L.P. II and Summit Tax Tax-Exempt
L.P. III will receive shares of beneficial interest in a newly formed company,
tentatively named Charter Tax-Exempt Funding. The new entity will hold
investments in tax-exempt first mortgage bonds presently owned by the
partnerships and having a current net asset value of approximately $308.8
million.
Detailed information about the proposed settlement and reorganization
will be sent to BUC$holders in the future. The terms of the proposed
reorganization include Related Capital Company acquiring Prudential's general
partner interests, transferring to the BUC$holders one-half of Prudential's
interest in the partnerships, reducing the fees currently payable to the general
partners by 25%, listing the new company's shares on Nasdaq and creating an
infinite, as opposed to finite, life-operating business.
"The proposed settlement will create one of America's largest
multifamily Tax-Exempt Bond Funds with an ability to adapt to changing economic
environments," said Mr. J. Michael Fried, President of Related Capital Company.
"The proposed reorganization is intended to provide current investors with
increased liquidity for their units."
Related Capital Company is a nationwide, fully-integrated real estate
financial services firm. Since 1972, Related and its affiliates have raised over
$3 billion in equity from over 107,000 investors to acquire a portfolio of more
than 110,000 apartment units valued at a cost of $6.8 billion.
Mktng/Text Press Release 12/31
