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SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
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/X/ Definitive Additional Materials
/ / Soliciting Material Pursuant to Section 240.14a-11(c) or Section
240.14a-12
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(Name of Registrant as Specified In Its Charter)
REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP V
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[LETTERHEAD OF REALMARK PROPERTIES]
November 4, 1997
Fellow Partner,
Enclosed you will find solicitation materials with respect to an offer by an
affiliate of the General Partners to purchase five of the residential
properties (the "Asset Sale") of Realmark Property Investors Limited
Partnership-V (the "Partnership") for a price which is expected to result in
distributions to you and the other limited partners from sales proceeds and
other sources of approximately $171 IN CASH. If you approve such sale, you
will still hold your limited partnership Units and you will be entitled to
receive SIGNIFICANT ADDITIONAL DISTRIBUTIONS WHEN THE BALANCE OF THE PROPERTY
PORTFOLIO IS SOLD. In fact, even after the sale of the first five residential
properties is approved and completed, the Partnership will still hold
interests in one other residential property, one office/warehouse building,
one office complex, joint venture interests in two office/warehouse complexes
and an interest in vacant land -- altogether CONSTITUTING MORE THAN HALF OF
ITS PRESENT PROPERTY PORTFOLIO. Because of the expected market value of these
remaining properties, when they are sold we would clearly expect that YOU
WOULD RECEIVE ADDITIONAL DISTRIBUTIONS EQUAL TO OR GREATER THAN THE
APPROXIMATE $171 YOU ARE EXPECTED TO RECEIVE AS A RESULT OF THE SALE OF THE
FIRST FIVE PROPERTIES.
Recently we wrote to you about the possibility that certain buyers might
contact you offering deeply discounted prices for your limited partnership
interests. Since that time, we have been told, although we have not been able
to verify, that some of you may have recently received an offer from another
buyer to purchase up to 4.9% of the limited partnership interests of the
limited partnership interests of the Partnership for only $150 per Unit. The
4.9% purchase limitation means that even if you decide to tender your Units,
your Units may not be purchased by the offeror if more than 4.9% of the
Partnership Units are tendered.
THIS $150 PRICE PER UNIT REPRESENTS A SIGNIFICANT DISCOUNT FROM THE VALUE OF
YOUR UNITS.
IF YOU ACCEPT THE $150 PER UNIT (LESS ANY TRANSFER FEE AND DISTRIBUTIONS),
YOU WILL HAVE PASSED UP AN IMMEDIATE OPPORTUNITY TO RECEIVE APPROXIMATELY
$171 PER UNIT FOR ONLY A PORTION OF THE PORTFOLIO AND YOUR INVESTMENT. If you
tender your Units and the asset sale is completed, the buyer of the Units and
NOT YOU will receive not only the approximately $171 per Unit distribution in
connection with the proposed sale, but will also receive any additional
distributions from FUTURE property sales. Therefore, we recommend that you
approve the property Asset Sale and not tender your Units at a deeply
discounted price.
Please read the enclosed Consent materials carefully, because they explain
the proposed sale of assets and the terms and conditions which must be met to
complete such sale. A Consent card and business reply envelope is enclosed for
your convenience in voting on this proposal. Be sure that you mail or fax
(both sides) of the Consent card, so that it is received prior to November
26, 1997. Without your "YES" vote, the sale of the five properties may not be
approved. Therefore, you are urged to complete and sign the consent card for
the approval of the sale, EVEN if you decide to tender your Units.
If you have any questions about the proposal or need assistance in completing
the enclosed materials, your questions should be directed to the
Partnership's Information Agent: The Herman Group, Inc., 2121 San Jacinto
Street, 26th floor, Dallas, Texas 75201-6705, Facsimile (214) 999-9323, For
Information Call: (800) 354-0414--Toll Free.
Sincerely,
/s/ Joseph M. Jayson
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Joseph M. Jayson
