SEC Info - Krupp Co Limited Partnership II, et al. - ‘SC 13E3/A’ on 11/14/01 re: Krupp Realty Ltd Partnership IV

SEC Info℠

Home

Help

Please Sign In

Krupp Co Limited Partnership II, et al. – ‘SC 13E3/A’ on 11/14/01 re: Krupp Realty Ltd Partnership IV

On: Wednesday, 11/14/01 · Accession #: 950142-1-500577 · File #: 5-47671

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

11/14/01  Krupp Co Limited Partnership II   SC 13E3/A              2:31K  Krupp Realty Ltd Partnership IV   Paul Weiss Ri… LLP 01/FA
          Douglas Krupp
          George Krupp
          KRF GP Corporation
          Krupp Realty Limited Partnership - IV
          The Krupp Company Limited Partnership-II
          The Krupp Corporation
          Walden Pond Limited Partnership
          Walden Pond Texas, L.L.C.
          WPT Limited Partnership

Amendment to Tender-Offer Statement — Going-Private Transaction — Schedule 13E-3
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13E3/A   Amendment No. 4                                        6     21K 
 2: EX-10       Exhibit D                                              9     33K

SC 13E3/A — Amendment No. 4
Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Additional Information Exhibits Is Hereby Amended and Supplemented as Follows:
1	1st Page - Filing Submission
3	Item 15. Additional Information
"	Item 15. Is Hereby Amended and Supplemented as Follows:
"	Item 16. Exhibits

SC 13E3/A 1st Page of 6 TOC ↑Top Previous Next ↓Bottom Just 1st
 
 As Filed with the Securities and Exchange Commission on November 14, 2001

================================================================================

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 ---------------------------

 AMENDMENT NO. 4
TO
SCHEDULE 13E-3

RULE 13e-3 TRANSACTION STATEMENT
(PURSUANT TO SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 AND RULE 13e-3
 (SS. 240.13e-3) THEREUNDER)
 ---------------------------

 KRUPP REALTY LIMITED PARTNERSHIP - IV
(Name of Issuer)
 ---------------------------
 KRUPP REALTY LIMITED PARTNERSHIP - IV
THE KRUPP COMPANY LIMITED PARTNERSHIP-II
 THE KRUPP CORPORATION
 WALDEN POND LIMITED PARTNERSHIP
 WALDEN POND TEXAS, L.L.C.
 WPT LIMITED PARTNERSHIP
KRF GP CORPORATION
 DOUGLAS KRUPP
GEORGE KRUPP
(Name of Person(s) Filing Statement)
 ---------------------------
INVESTOR LIMITED PARTNERSHIP UNITS
(Title of Class of Securities)
 ---------------------------
 501128 20 1
 (CUSIP Number of Class of Securities)
 ---------------------------
SCOTT D. SPELFOGEL, ESQ.
 THE BERKSHIRE GROUP
 ONE BEACON STREET
 BOSTON, MASSACHUSETTS 02108
(617) 574-8385
 (Name, Address and Telephone Number of Person Authorized to Receive
 Notices and Communications on Behalf of Person(s) Filing Statement)
--------------------------
 WITH COPIES TO:

MICHELE R. JENKINSON, ESQ.
PAUL, WEISS, RIFKIND, WHARTON & GARRISON
 1285 AVENUE OF THE AMERICAS
 NEW YORK, NEW YORK 10019-6064
(212) 373-3000

This statement is filed in connection with (check appropriate box):             

 a. [X]   The filing of solicitation materials or an information
               statement subject to Regulation 14A, Regulation 14C or Rule
       13e-3(c) under the Securities Exchange Act of 1934.

      b. [_]   The filing of a registration statement under the Securities
Act of 1933.                                

c. [_]   A tender offer.                                      

d. [_]   None of the above.                                   

SC 13E3/A 2nd Page of 6 TOC 1st Previous Next ↓Bottom Just 2nd
Check the following box if the soliciting materials or information statement    
referred to in checking box (a) are preliminary copies: [_]                     

 ---------------------------

 CALCULATION OF FILING FEE
------------------------------------------------------------------------------- 
Transaction Valuation: $12,800,000       Amount of filing fee: $2,560           
------------------------------------------------------------------------------- 

--   The amount of the filing fee, calculated in accordance with Regulation     
     240.0-11 of the Securities Exchange Act of 1934, equals one fiftieth of one
percentum of the aggregate amount of cash to be received by the issuer
($12,800,000) in connection with the disposition of assets that is the
     subject of the solicitation materials to which this Schedule 13E-3 relates.

[X]  CHECK BOX IF ANY PART OF THE FEE IS OFFSET BY RULE 0-11(A)(2) AND IDENTIFY 
    THE FILING WITH WHICH THE OFFSETTING FEE WAS PREVIOUSLY PAID. IDENTIFY THE
   PREVIOUS FILING BY EITHER A REGISTRATION STATEMENT NUMBER, OR THE FORM OR
SCHEDULE AND THE DATE OF ITS FILING.                                  

Amount Previously Paid: $2,560                                                  
Form or Registration No.: SCHEDULE 14A                                          
Filing Parties: KRUPP REALTY LIMITED PARTNERSHIP - IV                           
Date Filed: August 8, 2001                                                      

================================================================================

SC 13E3/A 3rd Page of 6 TOC 1st Previous Next ↓Bottom Just 3rd
        This Rule 13E-3 Transaction Statement (the "Statement") is being filed
jointly by Krupp Realty Limited Partnership - IV, a Massachusetts limited       
partnership (the "Partnership"), The Krupp Company Limited Partnership-II, a    
Massachusetts limited partnership ("KCLP"), The Krupp Corporation, a            
Massachusetts corporation ("Krupp Corp"), Walden Pond Limited Partnership, a    
Delaware limited partnership, Walden Pond Texas, L.L.C., a Texas limited        
liability company, WPT Limited Partnership, an Illinois limited partnership, KRF
GP Corporation, a Massachusetts corporation, Douglas Krupp and George Krupp in  
connection with a proposal submitted to holders of investor limited partnership 
units ("Units") of the Partnership. KCLP and Krupp Corp, each a general partner 
of the Partnership, submitted to Unit holders a proposal (1) to approve the sale
of Walden Pond Apartments, one of the Partnership's real estate investments, to 
an affiliate of the general partners, and (2) to approve an amendment to the    
Partnership's partnership agreement to permit the sale (items (1) and (2) will  
be considered one proposal and referred to herein as the "Sale Proposal").      

ITEM 15.          ADDITIONAL INFORMATION.                                       

Item 15 is hereby amended and supplemented as follows:        

         At a special meeting of investor limited partnership unitholders of the
Partnership held on November 12, 2001, the unitholders approved the sale of     
Walden Pond Apartments to Walden Pond Limited Partnership, an affiliate of the  
general partners of the Partnership, and approved an amendment to the           
Partnership's partnership agreement to permit the sale. On November 14, 2001,   
such sale was consummated pursuant to the Purchase and Sale Agreement, dated as 
of November 12, 2001, by and between the Partnership and Walden Pond Limited    
Partnership, and the amendment to the Partnership's partnership agreement to    
permit the sale was executed.                                                   

ITEM 16.          EXHIBITS.                                                     

EXHIBIT NO.                DESCRIPTION                                          
-----------                -----------                                          

(d)               Purchase and Sale Agreement dated as of November 12, 2001 by  
                and between Krupp Realty Limited Partnership - IV and Walden
Pond Limited Partnership.                   

SC 13E3/A 4th Page of 6 TOC 1st Previous Next ↓Bottom Just 4th
 SIGNATURE

      After due inquiry and to the best of the undersigned's knowledge and
belief, the undersigned certifies that the information set forth in this        
Statement is true, complete and correct.                                        

Dated as of: November 14, 2001                                                  

                           KRUPP REALTY LIMITED PARTNERSHIP - IV

                 By:  The Krupp Corporation,
                 a general partner

            By:  /s/ Douglas Krupp
                                       ---------------------------------------
                     Name:   Douglas Krupp
                                   Title:  Co-Chairman of the Board of
                         Directors

                              THE KRUPP COMPANY LIMITED PARTNERSHIP-II

                 By:  The Krupp Corporation,
                 a general partner

            By:  /s/ Douglas Krupp
                                       ---------------------------------------
                     Name:   Douglas Krupp
                                   Title:  Co-Chairman of the Board of
                         Directors

           THE KRUPP CORPORATION

            By:  /s/ Douglas Krupp
                                       ---------------------------------------
                     Name:   Douglas Krupp
                                   Title:  Co-Chairman of the Board of
                         Directors

                      WALDEN PONDS LIMITED PARTNERSHIP

                     By:  Walden Pond Texas, L.L.C.,
                   its general partner

            By:  /s/ Douglas Krupp
                                       ---------------------------------------
                     Name:   Douglas Krupp
                                   Title:  Co-Chairman of the Board of
                         Directors

               WALDEN POND TEXAS, L.L.C.

                   By:  WPT Limited Partnership,
               its sole member

               By:  /s/ Wayne H. Zarozny
                                       ---------------------------------------
                        Name:   Wayne H. Zarozny
                      Title:  Vice President

SC 13E3/A 5th Page of 6 TOC 1st Previous Next ↓Bottom Just 5th
             WPT LIMITED PARTNERSHIP

              By:  KRF GP Corporation,
                   its general partner

               By:  /s/ Wayne H. Zarozny
                                       ---------------------------------------
                        Name:   Wayne H. Zarozny
                      Title:  Vice President

        KRF GP CORPORATION

               By:  /s/ Wayne H. Zarozny
                                       ---------------------------------------
                        Name:   Wayne H. Zarozny
                      Title:  Vice President

       /s/ Douglas Krupp
                                  --------------------------------------------
   DOUGLAS KRUPP

      /s/ George Krupp
                                  --------------------------------------------
  GEORGE KRUPP

SC 13E3/A Last Page of 6 TOC 1st Previous Next ↓Bottom Just 6th
 EXHIBIT INDEX

EXHIBIT NO.                DESCRIPTION                                          
-----------                -----------                                          

(d)               Purchase and Sale Agreement dated as of November 12, 2001 by  
                and between Krupp Realty Limited Partnership - IV and Walden
Pond Limited Partnership.

SC 13E3/A	1st Page of 6	TOC	↑Top	Previous	Next	↓Bottom	Just 1st

SC 13E3/A	2nd Page of 6	TOC	1st	Previous	Next	↓Bottom	Just 2nd

SC 13E3/A	3rd Page of 6	TOC	1st	Previous	Next	↓Bottom	Just 3rd

SC 13E3/A	4th Page of 6	TOC	1st	Previous	Next	↓Bottom	Just 4th

SC 13E3/A	5th Page of 6	TOC	1st	Previous	Next	↓Bottom	Just 5th

SC 13E3/A	Last Page of 6	TOC	1st	Previous	Next	↓Bottom	Just 6th

Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘SC 13E3/A’ Filing	Date	First	Last	Other Filings

Filed on:	11/14/01	1	4	10-Q, 8-K
	11/12/01	3	6
	8/8/01	2		PRE 14A, PREM14A, SC 13E3
				List all Filings

↑Top

Filing Submission 0000950142-01-500577 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Krupp Co Limited Partnership II, et al. – ‘SC 13E3/A’ on 11/14/01 re: Krupp Realty Ltd Partnership IV

On: Wednesday, 11/14/01 · Accession #: 950142-1-500577 · File #: 5-47671

Previous ‘SC 13E3’: ‘SC 13E3/A’ on 10/11/01 · Latest ‘SC 13E3’: This Filing

Amendment to Tender-Offer Statement — Going-Private Transaction — Schedule 13E-3Filing Table of Contents

SC 13E3/A — Amendment No. 4Document Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

Amendment to Tender-Offer Statement — Going-Private Transaction — Schedule 13E-3
Filing Table of Contents

SC 13E3/A — Amendment No. 4
Document Table of Contents