SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A INFORMATION
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.......................Century HillCreste Apartment Investors, L.P..............
(Name of registrant as specified in its charter)
................................................................................
(Name of person(s) filing proxy statement if other than the registrant)
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2) Form, Schedule or Registration Statement No:
749746.1
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4) Date Filed:
CENTURY HILLCRESTE APARTMENT INVESTORS, L.P.
9090 Wilshire Boulevard
Beverly Hills, California 90211
August 21, 1998
PROMPT ACTION REQUESTED
NOTICE OF EXTENSION OF THE SOLICITATION PERIOD TO SEPTEMBER 11, 1998
Dear Unitholder:
National Partnership Investments Corp., a California corporation, the managing
general partner of Century HillCreste Apartment Investors, L.P. (the
"Partnership"), has previously sent you material describing and seeking your
consent to, (i) a proposed sale (the "Sale") of the Partnership's 315-unit
rental apartment complex located in West Los Angeles, California ( the
"Property") to a real estate investment trust (or its designated affiliate) to
be organized by Casden Properties, a California general partnership; and (ii) an
amendment to the Partnership's Agreement of Limited Partnership necessary to
permit such sale. The Solicitation Period, which originally was to expire August
21, 1998, has been extended until September 11, 1998 in order to provide
sufficient time to allow more Unitholders to vote.
YOUR VOTE IS IMPORTANT. BECAUSE APPROVAL OF THE SALE REQUIRES THE AFFIRMATIVE
VOTE OF A MAJORITY-IN-INTEREST OF THE OUTSTANDING DEPOSITORY UNITS OF LIMITED
PARTNERSHIP INTEREST, FAILURE TO VOTE WILL HAVE THE SAME EFFECT AS A VOTE
AGAINST THE SALE.
To be sure your vote is represented, please sign, date and return the enclosed
consent as promptly as possible. The proposed Sale is fully described in the
previously provided Consent Solicitation Statement. Return your signed consent
form either by facsimile to 303-705-6171 or in the enclosed envelope on or
before September 11, 1998.
In evaluating the proposed Sale, the Unitholders should note that:
o Based upon a purchase price for the Property of $58,500,000, which is
payable in cash, it is anticipated that the Partnership will make a
distribution out of the proceeds of the Sale and the available cash of
the Partnership of approximately $8.46 per depository unit, which
amount is anticipated to be sufficient to pay any federal and state
income taxes that would be due in connection with the Sale.
(Unitholders are urged to review the tax assumptions described in the
Consent Solicitation Statement and to consult their tax advisors.)
o One of the Partnership's original investment objectives was to dispose
of the Property within five to eleven years after completion of
construction. The Sale would allow the Partnership to meet this
objective.
749746.1
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o The proposed purchase price offered of $58,500,000 is approximately 16%
higher than the appraised value of the Property and equals the highest
offer received from a third party for the Property. The appraised value
of the Property as of March 31, 1998, as determined by an independent
real estate appraiser, is $50,400,000.
The closing of the Sale is subject to the approval of a majority-in-interest of
the Unitholders of the Partnership. If the Unitholders do not approve the Sale,
the Partnership will most likely retain ownership of the Property. Unitholders
must separately approve the proposed Sale and the proposed amendment in order to
allow consummation of the Sale.
If you have any questions, or if you would like to request an additional copy of
the Consent Solicitation Statement, please do not hesitate to contact MacKenzie
Partners, the Partnership's consent solicitation agent, toll free at
800-322-2885 or collect at 212-929-5500.
Very truly yours,
National Partnership Investments Corp.
749746.1
