ANGELES INCOME PROPERTIES LTD 6
SC TO-T/A, EX-99.(A)(5), 2000-09-07
REAL ESTATE
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<PAGE>   1
                                  SUPPLEMENT TO
                           OFFER TO PURCHASE FOR CASH
                                      AIMCO
                             AIMCO Properties, L.P.
  is offering to purchase any and all units of limited partnership interests in
                        ANGELES INCOME PROPERTIES LTD. 6
                          FOR $181.00 PER UNIT IN CASH


Upon the terms and subject to the conditions set forth herein, we will accept
any and all units validly tendered in response to our offer. If units are
validly tendered and not properly withdrawn prior to the expiration date and the
purchase of all such units would result in there being less than 320
unitholders, we will purchase only 99% of the total number of units so tendered
by each limited partner.

Our offer price will be reduced for any distributions subsequently made by your
partnership prior to the expiration of our offer.

We have extended our offer; our offer and your withdrawal rights will expire at
5:00 P.M., New York City time, on September 15, 2000, unless we extend the
deadline.

You will not pay any partnership transfer fees if you tender your units. You
will pay any other fees and costs, including any transfer taxes.

Our offer is not subject to a minimum number of units being tendered.

         SEE "RISK FACTORS" IN THE OFFER TO PURCHASE, DATED AUGUST 2, 2000, FOR
A DESCRIPTION OF RISK FACTORS THAT YOU SHOULD CONSIDER IN CONNECTION WITH OUR
OFFER, INCLUDING THE FOLLOWING:

         o        We determined the offer price of $181.00 per unit without any
                  arms-length negotiations. Accordingly, our offer price may not
                  reflect the fair market value of your units.

         o        In November 1999, we offered to buy your units for $286.20 per
                  unit. Since November 1999, your partnership has paid
                  distributions of $41.00 per unit from operations.



                                                        (continued on next page)

                                   ----------

     If you desire to accept our offer, you should complete and sign the
enclosed letter of transmittal in accordance with the instructions thereto and
mail or deliver the signed letter of transmittal and any other required
documents to River Oaks Partnership Services, Inc., which is acting as
Information Agent in connection with our offer, at one of its addresses set
forth on the back cover of this Supplement. QUESTIONS AND REQUESTS FOR
ASSISTANCE OR FOR ADDITIONAL COPIES OF THE OFFER TO PURCHASE, THIS SUPPLEMENT OR
THE LETTER OF TRANSMITTAL MAY ALSO BE DIRECTED TO THE INFORMATION AGENT AT (888)
349-2005.

                                September 1, 2000



<PAGE>   2

(Continued from prior page)

         o        As of June 30, 1998, your general partner (which is our
                  subsidiary) estimated the net asset value to be $394 per unit
                  and an affiliate of your general partner estimated the net
                  liquidation value of your units to be $381.31 per unit. In
                  1999, your partnership sold one property for approximately
                  $9,500,000, of which $3,665,000 was used to pay indebtedness
                  and $5,549,798; and in 2000, your partnership sold two
                  commercial properties for an aggregate of approximately
                  $6,000,000 ($5,529,512 in net sales proceeds), of which
                  $4,082,686 was used to pay indebtedness and $1,446,826 was
                  distributed to the partners.

         o        We are making this offer with a view to making a profit and,
                  therefore, there is a conflict between our desire to purchase
                  your units at a low price and your desire to sell your units
                  at a high price.

         o        Although your partnership's agreement of limited partnership
                  provides for termination in the year 2037, the prospectus
                  pursuant to which the units were sold in 1987 indicated that
                  the properties owned by your partnership might be sold within
                  five to six years of their acquisition if conditions
                  permitted.

         o        Your general partner and the property manager of the
                  properties are subsidiaries of ours and, therefore, the
                  general partner has substantial conflicts of interest with
                  respect to our offer.

         o        Continuation of your partnership will result in our affiliates
                  continuing to receive management fees from your partnership.
                  Such fees would not be payable if your partnership was
                  liquidated.

         o        It is possible that we may conduct a future offer at a higher
                  price.

         o        For any units that we acquire from you, you will not receive
                  any future distributions from operating cash flow of your
                  partnership or upon a sale or refinancing of property owned by
                  your partnership.

         o        If we acquire a substantial number of units, we will increase
                  our ability to influence voting decisions with respect to your
                  partnership and may control such voting decisions, including
                  but not limited to the removal of the general partner, most
                  amendments to the partnership agreement and the sale of all or
                  substantially all of your partnership's assets.



                                       2
<PAGE>   3

                                  INTRODUCTION

         On August 2, 2000, we commenced an offer to acquire all of the
outstanding units of your partnership, in exchange for $181.00 in cash per unit,
net to the seller, without interest, less the amount of distributions, if any,
made by your partnership in respect of any unit from August 2, 2000 until the
expiration date. If units are validly tendered and not properly withdrawn prior
to the expiration date and the purchase of all such units would result in there
being less than 320 unitholders, we will purchase only 99% of the total number
of units so tendered by each limited partner. Our offer is made upon the terms
and subject to the conditions set forth in the Offer to Purchase, dated August
2, 2000, this Supplement and in the accompanying letter of transmittal.

         We will pay any transfer fees imposed for the transfer of units by your
partnership. However, you will have to pay any governmental transfer taxes that
apply to your sale. You will also have to pay any fees or commissions imposed by
your broker in assisting you to tender your units, or by any custodian or other
trustee of any Individual Retirement Account or benefit plan which is the owner
of record of your units. Although the fees charged for transferring units from
an Individual Retirement Account vary, such fees are typically $25-$50 per
transaction.

         We have retained River Oaks Partnership Services, Inc. to act as the
Information Agent in connection with our offer. We will pay all charges and
expenses in connection with the services of the Information Agent. The offer is
not conditioned on any minimum number of the units being tendered. However,
certain other conditions do apply. See "The Offer - Section 17. Conditions of
the Offer," in the Offer to Purchase. Under no circumstances will we be required
to accept any unit if the transfer of that unit to us would be prohibited by the
agreement of limited partnership of your partnership.

         We have extended the expiration date of our offer to 5:00 p.m., New
York City time, on September 15, 2000. If you desire to accept our offer, you
must complete and sign the letter of transmittal in accordance with the
instructions contained therein, and forward or hand deliver the enclosed
acknowledgment and agreement, together with any other required documents, to the
Information Agent. If you have already tendered your units in accordance with
the original letter of transmittal, you need not take any further action to
continue to tender your units. You may withdraw your tender of units pursuant to
the offer at any time prior to the expiration date of our offer and, if we have
not accepted such units for payment, on or after October 3, 2000.

         We expressly reserve the right, in our reasonable discretion, at any
time and from time to time, to extend the period of time during which our offer
is open and thereby delay acceptance for payment of, and the payment for, any
unit. Notice of any such extension will promptly be disseminated to you in a
manner reasonably designed to inform you of such change. Further, any extension
may be followed by a press release or public announcement which will be issued
no later than 9:00 a.m., New York City time, on the next business day after the
scheduled expiration date of our offer, in accordance with Rule 14e-1(d) under
the Securities Exchange Act of 1934.

         Our Offer to Purchase, dated August 2, 2000, is hereby further
supplemented as follows:

         1. Since May 1, 2000, we have purchased in privately negotiated
transactions the following units in your partnership:

<TABLE>
<CAPTION>
                  DATE                      NUMBER OF UNITS PURCHASED                   PURCHASE PRICE PER UNIT
                  ----                      -------------------------                   -----------------------

<S>                                         <C>                                         <C>
                  May 1                              113                                         (1)

                  June 1                              58                                         (2)
</TABLE>

----------



                                       3
<PAGE>   4

(1)      Purchase prices are as follows: 36 units were purchased for $286.20 per
         unit; 19 units were purchased as part of a group purchase of 10,700.45
         units in various partnerships for an aggregate price of $1,431,361.20;
         14 units were purchased as part of a group purchase of 1,318 units in
         various partnerships for an aggregate price of $305,156; and 44 units
         were purchased as part of a group purchase of 2,485.25 units in various
         partnerships for an aggregate price of $489,818.

(2)      Purchase prices are as follows: 43 units were purchased for $286.20 per
         unit; and 15 units were purchased as part of a group purchase of 883.50
         units in various partnerships for an aggregate price of $357,999.76.

         Since May 1, 2000, there have been no rescinded tenders.

<TABLE>
<CAPTION>
                  DATE                      NUMBER OF UNITS                           SALE PRICE PER UNIT
                  ----                      ---------------                           -------------------

<S>                                         <C>                                       <C>
                  May 1                           0                                           n/a

                  June 1                          0                                           n/a

                  July 1                          0                                           n/a
</TABLE>


         2. The current executive officers of the general partner of your
partnership are the same as the executive officers of AIMCO.



                                       4
<PAGE>   5

         The letter of transmittal and any other required documents should be
sent or delivered by each unitholder or such unitholder's broker, dealer, bank,
trust company or other nominee to the Information Agent at one of its addresses
set forth below.


                     THE INFORMATION AGENT FOR THE OFFER IS:

                      RIVER OAKS PARTNERSHIP SERVICES, INC.


<TABLE>
<CAPTION>
             By Mail:                     By Overnight Courier:                   By Hand:

<S>                                    <C>                               <C>
           P.O. Box 2065                    111 Commerce Road                 111 Commerce Road
        S. Hackensack, N.J.               Carlstadt, N.J. 07072             Carlstadt, N.J. 07072
            07606-2065                  Attn.: Reorganization Dept.       Attn.: Reorganization Dept.
</TABLE>

                          For information, please call:

                            TOLL FREE: (888) 349-2005




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