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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report
November 6, 1996
CAPITAL REALTY INVESTORS TAX EXEMPT FUND LIMITED PARTNERSHIP
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
1-9793 52-1483643
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(Commission File Number) (IRS Employer Identification No.)
11200 Rockville Pike, Rockville, Maryland 20852
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(Address of principal executive offices) (Zip Code)
(301) 468-9200
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(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
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As described in the following News Release, Capital Realty Investors Tax
Exempt Fund Limited Partnership has reached an agreement on improving the terms
of a previously announced merger with affiliates of Capital Apartment
Properties, Inc. In addition, Dominium has withdrawn its solicitation of
proxies in opposition to the mergers, and it endorses and supports the revised
merger terms.
NEWS RELEASE
FOR IMMEDIATE RELEASE
FROM: CRI, Inc. CONTACT: Susan Backman
CRITEF, Series I and Series II CRI
CRITEF III for the CRITEF Partnerships
The CRI Building 301-231-0231; or
11200 Rockville Pike James T. Pastore
Rockville, Maryland 20852 Pastore Communications Group
202-546-6451
Capital Apartment Properties, Inc. Les Schupak
11200 Rockville Pike KCSA Public Relations
Rockville, Maryland 20852 212-682-6565, Ext. 207
Dominium Tax Exempt Fund L.L.P. Arthur B. Crozier
2915 Niagara Lane Georgeson & Company Inc.
Minneapolis, MN 55447 212-440-9861
CRITEF General Partners and CAPREIT Announce Increase in Merger Prices,
Dominium Urges BAC Holders to Support the Mergers
ROCKVILLE, MD., Nov. 6, 1996 -- (AMEX: CRA, CRB, CRL) -- The CRITEF
partnerships, CAPREIT and Dominium have jointly announced CAPREIT s agreement to
increase the consideration being offered by CAPREIT to BAC Holders in the
proposed mergers between the CRITEF partnerships and affiliates of CAPREIT by an
aggregate of approximately $6.5 million.
The increased offer will boost the redemption amounts payable to CRITEF BAC
Holders in the proposed mergers by approximately $0.60 per BAC. If the Mergers
are approved by the requisite vote of BAC Holders, each BAC Holder would now
receive, net in cash, a minimum of $15.42 per BAC, in the case of CRITEF, Series
I (CRA); $15.11 per BAC, in the case of CRITEF, Series II (CRB); and $15.73 per
BAC, in the case of CRITEF III (CRL).
William B. Dockser, Chairman of C.R.I., Inc., the sponsor of the CRITEF
partnerships, said: "CAPREIT s improved offer pushes the merger prices to the
higher end of the range of values of the CRITEF partnerships determined by the
independent investment banking firm that provided the fairness opinions. The
General Partners previously recommended the mergers as fair, and the additional
monies now being offered to BAC Holders further strengthen our support."
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ITEM 5. OTHER EVENTS - Continued
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Dominium, which previously opposed the mergers, was instrumental in negotiating
the improved merger terms with CAPREIT and endorses and supports the revised
merger terms. In accordance with a settlement of its various disputes with
CAPREIT and the CRITEF partnerships, Dominium also has withdrawn its
solicitation of proxies in opposition to the mergers.
Jack Safar, a partner in Dominium, said: "We are pleased to have played a role
in securing an improved offer for the BAC Holders. We believe that the improved
merger offer maximizes value for all BAC Holders and we support it. We
recommend approval of the mergers and strongly encourage all BAC Holders to vote
in favor of the improved mergers."
The CRITEF partnerships have rescheduled the special meetings of BAC Holders to
vote on the proposed mergers to November 27, 1996 and have set a new record date
of November 12, 1996 for BAC Holders eligible to vote at the special meetings.
The meetings had originally been set for October 29, 1996 and subsequently
postponed to November 8, 1996. Approval of the mergers requires the affirmative
vote of the holders of a majority of the outstanding BACs of the respective
CRITEF partnerships.
The CRITEF partnerships will soon mail to all BAC Holders of record on the
record date a supplement to the CRITEF partnerships Joint Proxy Statement
describing, among other things, the improved Merger terms, the terms of, and
payments made in connection with, the Dominium settlement, and additional voting
procedures for BAC holders.
The CRITEF partnerships together hold 18 tax-exempt mortgage revenue bonds used
to finance multifamily housing communities. Formed by C.R.I., Inc. in 1986 and
1987, the partnerships began trading on the American Stock Exchange on July 1,
1993.
CAPREIT, based in Rockville, Maryland, is a self-managed private real estate
investment trust. CAPREIT owns 30 multifamily communities containing 7,512
units located in 10 states. In addition, CAPREIT manages another 39 apartment
communities (including 14 of the CRITEF communities) for third-party owners.
The largest investor in CAPREIT is Apollo Real Estate Investment Fund, L.P.
Dominium, through its affiliated companies, owns or manages approximately 14,000
multi-housing units across the country and has 25 years experience in real
estate development and property management. In addition to its Minneapolis
headquarters, Dominium has offices in Milwaukee, Chicago, Atlanta and Miami.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Capital Realty Investors Tax Exempt Fund
Limited Partnership
(Registrant)
By: CRITEF Associates Limited Partnership,
General Partner
By: C.R.I., Inc., Managing General Partner
November 8, 1996 /s/ Deborah K. Browning
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Date Deborah K. Browning
Vice President/Chief Accounting
Officer
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