QUESTIONS OR REQUESTS FOR ASSISTANCE OR ADDITIONAL COPIES OF THIS OFFER TO PURCHASE OR THE AGREEMENT OF SALE MAY BE DIRECTED TO: ARLEN CAPITAL, LLC 1650 HOTEL CIRCLE NORTH, SUITE 200, SAN DIEGO, CA 92108 (800) 891-4105 TABLE OF CONTENTSArlen Capital Advisors LLC • August 11th, 1998 • Real estate
AGREEMENT OF SALEAgreement of Sale • February 1st, 1999 • Arlen Capital Advisors LLC • Hotels & motels • California
The undersigned Limited Partner, and/or Assignee Holder or Unit Holder (the "Seller") does hereby sell, assign, transfer, convey and deliver (the "Sale") to Kalmia Investors, LLC, a Delaware limited liability company ("Kalmia" or the "Purchaser"), all of the Seller's right, title and interest in units of limited partnership interests including any rights attributable to claims, damages, recoveries, including recoveries from class action lawsuits, and causes of action accruing to the ownership of such units of limited partnership interests ("Units") in Westin Hotels Limited Partnership (the "Partnership") being sold pursuant to this Agreement of Sale ("Agreement") and the Offer to Purchase dated February 1, 1999, (which together with this Agreement constitute the "Offer") for a purchase price of $1,000 per Unit, less the amount of any distributions declared or paid from any source by the Partnership with respect to the Units after December 15, 1998, without regard to the record date or
EXHIBIT 99(c)(1) KALMIA INVESTORS, LLC ------------------------------------------------------------------------------ October 9, 1996 Frederick Kleisner, Chairman of the Board, Chief Executive Officer and President Western Realty Corp. General Partner...Arlen Capital Advisors LLC • December 16th, 1998 • Hotels & motels
EXHIBIT 99(a)(2) ILM SENIOR LIVING, INC. AGREEMENT OF SALEArlen Capital Advisors LLC • June 4th, 1998 • Real estate investment trusts • California
AGREEMENT OF SALE The undersigned Limited Partner (the "Seller") does hereby sell, assign, transfer, convey and deliver (the "Sale") to Grape Investors, LLC, a Delaware limited liability company ("Grape" or the "Purchaser"), all of the Seller's right,...Arlen Capital Advisors LLC • April 21st, 1998 • Operators of nonresidential buildings • California
PAYMENT FOR SUCH PURCHASE WILL BE MADE WITHIN 10 BUSINESS DAYS FOLLOWING THE "EXPIRATION DATE" SET FORTH IN THE OFFER, PROVIDED GRAPE HAS RECEIVED AND ACCEPTED A PROPERLY COMPLETED AND DULY EXECUTED AGREEMENT OF SALE AND RECEIVED ASSURANCES FROM THE GENERAL PARTNER THAT THE SELLER'S ADDRESS WILL BE CHANGED TO THE PURCHASER'S ADDRESS PURSUANT TO THE TERMS AND CONDITIONS OF THE OFFER. IF MORE THAN 10,000 INTERESTS ARE TENDERED TO GRAPE PRIOR TO GRAPE'S PAYMENT FOR SUCH INTERESTS, GRAPE WILL ACCEPT UP TO 10,000 INTERESTS ON A PRO RATA BASIS WITH APPROPRIATE ADJUSTMENTS AS GRAPE DEEMS NECESSARY.
AETNA REAL ESTATE ASSOCIATES, L.P. AGREEMENT OF SALE The undersigned Limited Partner, and/or Assignee Holder or Unit Holder (the "Seller") does hereby sell, assign, transfer, convey and deliver (the "Sale") to Oak Investors, LLC, a Delaware limited...Arlen Capital LLC • July 5th, 2000 • Real estate • California
WESTIN HOTELS LIMITED PARTNERSHIP AGREEMENT OF SALEArlen Capital Advisors LLC • December 16th, 1998 • Hotels & motels • California
PALM INVESTORS, LLCArlen Capital Advisors LLC • August 3rd, 1998 • Hotels & motels
- No independent person has been retained to evaluate or render any opinion with respect to the fairness of Palm's offer, and no representation is made as to such fairness or other measures of value that may be relevant to the Limited Partners. We urge you to consult your own financial advisor in connection with Palm's offer.
PALM INVESTORS, LLCArlen Capital Advisors LLC • April 13th, 1999 • Hotels & motels
COURTYARD BY MARRIOTT II LIMITED PARTNERSHIP AGREEMENT OF SALE The undersigned Limited Partner, and/or Assignee Holder or Unit Holder (the "Seller") does hereby sell, assign, transfer, convey and deliver (the "Sale") to Palm Investors, LLC, a Delaware...Arlen Capital Advisors LLC • April 13th, 1999 • Hotels & motels • California
The undersigned Limited Partner, and/or Assignee Holder or Unit Holder (the "Seller") does hereby sell, assign, transfer, convey and deliver (the "Sale") to Palm Investors, LLC, a Delaware limited liability company ("Palm" or the "Purchaser"), all of the Seller's right, title and interest in units of limited partnership interests including any rights attributable to claims, damages, recoveries, including recoveries from class action, derivative action or any other types of lawsuits, and causes of action accruing to the ownership of such units of limited partnership interests ("Units") in Courtyard by Marriott II Limited Partnership (the "Partnership") being sold pursuant to this Agreement of Sale ("Agreement") and the Offer to Purchase dated April 13, 1999, (which together with this Agreement constitute the "Offer") for a purchase price of $75,000 per Unit, less the amount of any distributions declared or paid from any source by the Partnership with respect to the Units after April 13,
KALMIA INVESTORS LETTERHEAD] October 9, 1996 Frederick Kleisner, Chairman of the Board, Chief Executive Officer and President Western Realty Corp. General Partner of Westin Hotels Limited Partnership The Westin Building 2001 Sixth Avenue Seattle,...Arlen Capital Advisors LLC • February 1st, 1999 • Hotels & motels
AGREEMENT OF SALEAgreement of Sale • August 3rd, 1998 • Arlen Capital Advisors LLC • Hotels & motels • California
The undersigned Limited Partner, and/or Assignee Holder or Unit Holder (the "Seller") does hereby sell, assign, transfer, convey and deliver (the "Sale") to Palm Investors, LLC, a Delaware limited liability company ("Palm" or the "Purchaser"), all of the Seller's right, title and interest in Units (as defined below) in Courtyard by Marriott Limited Partnership (the "Partnership") being sold pursuant to this Agreement of Sale ("Agreement") and the Offer dated May 26, 1998 (the "Offer") for a purchase price of $85,000 per Unit, less the amount of any distributions declared or paid from any source by the Partnership with respect to the Units after May 15, 1998, without regard to the record date or whether such distributions are classified as a return on, or a return of, capital. "UNITS" MEANS, THE INTEREST OF A LIMITED PARTNER AND INCLUDES, WITHOUT LIMITATION, ALL OF SELLER'S RIGHTS TO CLAIMS, DAMAGES, RECOVERIES, AND CAUSES OF ACTION ACCRUING TO THE BENEFIT OF SELLER WITH RESPECT TO SELL
SUPPLEMENT TO THE OFFER TO PURCHASE UNITS OF COURTYARD BY MARRIOTT LIMITED PARTNERSHIPArlen Capital Advisors LLC • August 3rd, 1998 • Hotels & motels
AETNA REAL ESTATE ASSOCIATES, L.P. 3 World Financial Center - 29th Floor New York, NY 10285 August 20, 1998Arlen Capital LLC • February 12th, 2001 • Real estate
The purpose of this letter is to set forth our understanding with regard to any proposed acquisition of outstanding units of limited partnership interests ("Units") of Aetna Real Estate Associates, L.P., a Delaware limited partnership (the "Partnership"), from the holders of Units (each a "Unitholder" and collectively, the "Unitholders") by Oak Investors LLC, Cedar Partners, L.P., Arlen Capital, LLC, Don Augustine or any person who is an Affiliate (as defined under Rule 405 of the Securities Act of 1993, as amended) (collectively, "you").
AGREEMENT OF SALEGrape Investors • June 19th, 1998 • Arlen Capital Advisors LLC • Operators of nonresidential buildings
Grape Investors, LLC ("Grape") wishes to inform you that it has supplemented and amended its offer to purchase Damson Birtcher Realty Income Fund II Interests dated April 21, 1998 ("Original Offer") in response to customary review by the Securities and Exchange Commission ("SEC"). A copy of the Supplement to the Offer to Purchase dated June 19, 1998 ("Supplement") is enclosed with this letter. Pursuant to SEC requirements, Grape's offer has been extended to July 8, 1998 ("Expiration Date"). GRAPE'S PURCHASE PRICE PER INTEREST HAS NOT CHANGED.
PLEASE CAREFULLY REVIEW THE ENCLOSED TENDER OFFER. ~ PAYMENT TO YOU WILL BE MADE WITHIN 5 BUSINESS DAYS FROM (i) MARCH 2, 1999, THE "EXPIRATION DATE" OF THE OFFER (UNLESS EXTENDED), AND (ii) AFTER WRITTEN NOTIFICATION FROM THE PARNERSHIP THAT YOUR...Arlen Capital Advisors LLC • February 1st, 1999 • Hotels & motels
THIS ANNOUNCEMENT IS NEITHER AN OFFER TO PURCHASE, NOR A SOLICITATION OF AN OFFER TO SELL THE SECURITIES. THE OFFER IS MADE ONLY BY THE OFFER TO PURCHASE AND THE RELATED AGREEMENT OF SALE AND IS NOT BEING MADE (NOR WILL TENDERS BE ACCEPTED FROM) HOLDERS OF UNITS IN ANY JURISDICTION WHICH THE OFFER OR THE ACCEPTANCE THEREOF WILL NOT BE IN COMPLIANCE WITH THE SECURITIES LAWS OF SUCH JURISDICTION; IN THOSE JURISDICTIONS WHERE SECURITIES LAWS REQUIRE THE OFFER TO BE MADE BY A LICENSED BROKER OR DEALER, THE OFFER SHALL BE DEEMED TO BE MADE ON BEHALF OF THE PURCHASER ONLY BY ONE OR MORE REGISTERED BROKERS OR DEALERS LICENSED UNDER THE LAWS OF SUCH JURISDICTION.
EXHIBIT A AGREEMENT TO FILE SINGLE STATEMENTArlen Capital LLC • January 27th, 2000 • Real estate investment trusts
AGREEMENT OF SALEArlen Capital Advisors LLC • August 11th, 1998 • Real estate • California
THE OFFER IS FOR 2,500,000 UNITS, REPRESENTING APPROXIMATELY 19.6 PERCENT OF THE UNITS OUTSTANDING AS OF THE DATE OF THE OFFER. THE OFFER TO PURCHASE IS NOT CONDITIONED UPON THE VALID TENDER OF ANY MINIMUM NUMBER OF UNITS. IF MORE THAN 2,500,000 UNITS...Arlen Capital Advisors LLC • August 11th, 1998 • Real estate
Oak Investors, LLC ("Oak") does hereby offer to Purchase your Units in Aetna Real Estate Associates, L.P. (the "Partnership") subject to the terms and conditions in both (i) the Offer to Purchase and (ii) the Agreement of Sale (which together constitute the "Offer") which are enclosed with this letter.
EXHIBIT (a)(1)(ii) AETNA REAL ESTATE ASSOCIATES, L.P. AGREEMENT OF SALE The undersigned Limited Partner, and/or Assignee Holder or Unit Holder (the "Seller") does hereby sell, assign, transfer, convey and deliver (the "Sale") to Oak Investors, LLC, a...Arlen Capital LLC • February 12th, 2001 • Real estate • California
SUPPLEMENT TO THE OFFER TO PURCHASE INTERESTS OF DAMSON / BIRTCHER REALTY INCOME FUND IIArlen Capital Advisors LLC • June 19th, 1998 • Operators of nonresidential buildings
COURTYARD BY MARRIOTT AGREEMENT OF SALECourtyard by Marriott Agreement of Sale • May 26th, 1998 • Arlen Capital Advisors LLC • Hotels & motels • California
The undersigned Limited Partner, and/or Assignee Holder or Unit Holder (the "Seller") does hereby sell, assign, transfer, convey and deliver (the "Sale") to Palm Investors, LLC, a Delaware limited liability company ("Palm" or the "Purchaser"), all of the Seller's right, title and interest in Units (as defined below) in Courtyard by Marriott Limited Partnership (the "Partnership") being sold pursuant to this Agreement of Sale ("Agreement") and the Offer dated May 26, 1998 (the "Offer") for a purchase price of $85,000 per Unit, less the amount of any distributions declared or paid from any source by the Partnership with respect to the Units after May 15, 1998, without regard to the record date or whether such distributions are classified as a return on, or a return of, capital. "UNITS" MEANS, THE INTEREST OF A LIMITED PARTNER AND INCLUDES, WITHOUT LIMITATION, ALL OF SELLER'S RIGHTS TO CLAIMS, DAMAGES, RECOVERIES, AND CAUSES OF ACTION ACCRUING TO THE BENEFIT OF SELLER WITH RESPECT TO SELL
------------------------------------------------------------------------------- KALMIA IS NOT AN AFFILIATE OF THE GENERAL PARTNER OR OF THE PARTNERSHIP. -- PLEASE CAREFULLY REVIEW THE ENCLOSED TENDER OFFER. -- AN AGREEMENT OF SALE IS ENCLOSED WHICH...Arlen Capital Advisors LLC • December 16th, 1998 • Hotels & motels
AGREEMENT OF SALEAgreement of Sale • June 11th, 1998 • Arlen Capital Advisors LLC • Real estate investment trusts • California
The undersigned Shareholder (the "Seller") does hereby sell, assign, transfer, convey and deliver (the "Sale") to Redwood Investors, LLC, a Delaware limited liability company ("Redwood" or the "Purchaser"), all of the Seller's right, title and interest in shares of common stock $.01 par value ("Shares") in ILM II Senior Living, Inc. (the "Company") being sold pursuant to this Agreement of Sale ("Agreement") and the Offer dated June 4, 1998 (the "Offer") for a purchase price of $7.00 per Share, less the amount of any dividends or other distributions declared or paid from any source by the Company with respect to the Shares after May 1, 1998 without regard to the record date or whether such dividends or other distributions are classified as a return on, or a return of, capital. CASH PAYMENT WILL BE MADE AFTER THE EXPIRATION DATE AND WITHIN 5 BUSINESS DAYS OF WRITTEN CONFIRMATION THAT REDWOOD HAS BEEN ADMITTED AS A SHAREHOLDER OF RECORD FOR THE SHARES BEING PURCHASED.
August 20, 1998Arlen Capital LLC • July 5th, 2000 • Real estate • Delaware
The purpose of this letter is to set forth our understanding with regard to any proposed acquisition of outstanding units of limited partnership interests ("Units") of Aetna Real Estate Associates, L.P., a Delaware limited partnership (the "Partnership"), from the holders of Units (each a "Unitholder" and collectively, the "Unitholders") by Oak Investors LLC, Cedar Partners, L.P., Arlen Capital, LLC, Don Augustine or any person who is an Affiliate (as defined under Rule 405 of the Securities Act of 1993, as amended) (collectively, "you").
EXHIBIT 99(a)(2) ILM II SENIOR LIVING, INC. AGREEMENT OF SALE The undersigned Shareholder (the "Seller") does hereby sell, assign, transfer, convey and deliver (the "Sale") to Redwood Investors, LLC, a Delaware limited liability company ("Redwood" or...Arlen Capital Advisors LLC • June 4th, 1998 • Real estate investment trusts • California
AETNA REAL ESTATE ASSOCIATES, L.P. 3 World Financial Center - 29th Floor New York, NY 10285 August 20, 1998Arlen Capital LLC • February 11th, 2000 • Real estate
OFFER TO PURCHASE ILM II SENIOR LIVING, INC. SHARES FOR $7.00 CASH PER SHARE ------------------------------------------------------------------------------- Redwood Investors, LLC ("Redwood") does hereby offer to Purchase your shares of common stock...Arlen Capital Advisors LLC • June 4th, 1998 • Real estate investment trusts
OFFER TO PURCHASE ILM SENIOR LIVING, INC. SHARES FOR $7.00 CASH PER SHARE ------------------------------------------------------------------------------- Redwood Investors, LLC ("Redwood") does hereby offer to Purchase your shares of common stock $.01...Arlen Capital Advisors LLC • June 4th, 1998 • Real estate investment trusts
AGREEMENT OF SALEArlen Capital Advisors LLC • April 21st, 1998 • Operators of nonresidential buildings • California
PALM INVESTORS, LLCArlen Capital LLC • April 13th, 1999 • Hotels & motels
PAYMENT TO YOU WILL BE MADE WITHIN 5 BUSINESS DAYS FROM (I) APRIL 6, 1999, THE "EXPIRATION DATE" OF THE OFFER (UNLESS EXTENDED), AND (II) AFTER WRITTEN NOTIFICATION FROM THE PARTNERSHIP THAT YOUR ADDRESS ON THE RECORDS OF THE PARTNERSHIP HAS BEEN...Arlen Capital Advisors LLC • March 23rd, 1999 • Hotels & motels
IMPORTANTArlen Capital Advisors LLC • May 26th, 1998 • Hotels & motels
