CERTAIN INFORMATION CONCERNING THE PURCHASER Sample Clauses
CERTAIN INFORMATION CONCERNING THE PURCHASER. IPLP, IPT AND INSIGNIA. The Purchaser. The Purchaser (which is an affiliate of the General Partner) is a newly formed entity controlled by IPT and organized for the purpose of making the Offer. The Purchaser is a wholly-owned subsidiary of IPLP. The Purchaser (which is an affiliate of the General Partner) has not engaged in any business activity other than in connection with the Offer and certain other tender offers for units of limited partnership interests in other IPT Partnerships (as defined below) being made contemporaneously with the Offer, and has no significant assets or liabilities at the present time. Upon consummation of the Offer and such other offers, the Purchaser's only significant assets will be the Units it acquires pursuant to the Offer and the other limited partnership units it acquires pursuant to such other offers. The principal executive offices of the Purchaser (which is an affiliate of the General Partner) are located at One Insignia Financial Plaza, P.O. Box 19059, Greenville, South Carolina 29602, and its telephone number is (▇▇▇) ▇▇▇-▇▇▇▇. For certain information concerning the managers of the Purchaser (which is an affiliate of the General Partner), see Schedule II to this Offer to Purchase. IPT and IPLP . IPT was formed by Insignia in April 1996, for the purpose of acquiring and owning interests in multi-family residential properties, principally through ownership of limited and general partner interests in real estate limited partnerships (including the Partnership). IPT has been organized and operates in a manner that will qualify it to be taxed as a real estate investment trust ("REIT") under the Code. Substantially all of IPT's investments are held through IPLP, which is the operating partnership of IPT. IPT is presently the sole general partner and Insignia is presently the sole limited partner of IPLP. IPT has engaged Insignia to provide certain investment banking and related services to IPT and IPLP, including in connection with the Offer. Substantially all of IPT's assets consist of (i) interests in entities which comprise or control the managing general partners of real estate limited partnerships, including the Partnership (the "IPT Partnerships"), which interests are held by IPT directly, and (ii) limited partner interests in the IPT Partnerships, which interests are held through IPLP. The IPT Partnerships own, in the aggregate, 349 properties containing approximately 73,000 residential apartment units and approximat...
CERTAIN INFORMATION CONCERNING THE PURCHASER. The Purchaser is a Delaware Limited Liability Company which was organized for the purpose of acquiring the Interests pursuant to the Offer. The Manager of the Purchaser is ▇▇▇▇▇ Capital, a California limited liability company ("ACL"), which is controlled by its two members, ▇▇▇ ▇▇▇▇▇▇▇▇▇ and ▇▇▇▇ ▇.
CERTAIN INFORMATION CONCERNING THE PURCHASER. The Purchaser was organized for the purpose of acquiring the BACs pursuant to the Offer, to acquire other securities which generate tax credits and/or tax losses, and, ultimately, to sell its membership interests to third parties (principally corporations) with a need for such tax credits and tax losses. The principal executive office of the Purchaser is at ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. The managing member of the Purchaser (the "Managing Member") is Lehigh Tax Credit Partners, Inc., a Delaware corporation. Since its inception, the directors of the Managing Member have been ▇. ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, and ▇▇▇▇ ▇. ▇▇▇▇▇▇. The executive officers of the Managing Member are ▇. ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇. ▇▇▇▇▇. The business address for each of Messrs. ▇▇▇▇▇, Boesky, Hirmes and Schnitzer and ▇▇. ▇▇▇▇▇ is ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. For certain information concerning the executive officers and directors of the Managing Member, see Schedule I to this Offer to Purchase. Other than ▇▇. ▇▇▇▇▇, the persons set forth on Schedule I, who effectively control the Purchaser, are also members of the of the General Partner. Therefore, the Purchaser and the General Partner, subject to its fiduciary duties, may have a conflict of interest with respect to certain matters involving BACs holders, Limited Partners and/or the Partnership. Except as otherwise set forth in this Offer to Purchase or Schedule I hereto, (1) neither the Purchaser, the Managing Member and, to the best of the Purchaser's knowledge, the persons listed on Schedule I, nor any affiliate of the foregoing beneficially owns or has a right to acquire any BACs, (2) neither the Purchaser, the Managing Member and, to the best of the Purchaser's knowledge, the persons listed on Schedule I, nor any affiliate thereof or director, executive officer or subsidiary of the Managing Member has effected any transaction in the BACs within the past 60 days, (3) neither the Purchaser, the Managing Member and, to the best of the Purchaser's knowledge, any of the persons listed on Schedule I, nor any director or executive officer of the Managing Member has any contract, arrangement, understanding or relationship with any other person with respect to any securities of the Partnership, including, but not limited to, contracts, arrangements, understandings or relationships concerning the transfer or voting thereof, joint ventures, loan or opt...
CERTAIN INFORMATION CONCERNING THE PURCHASER. The Purchaser. The Purchaser is a California limited liability company that was formed in 1996. The principal office of the Purchaser is 155 North Lake Avenue, Suit▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇. ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ concerning the directors and executive officers of the Purchaser, see Schedule I to this Offer to Purchase. The Purchaser and its affiliates invest in limited partnerships such as the Partnership, and in other forms of real estate oriented investments, and conduct activities incident thereto.
CERTAIN INFORMATION CONCERNING THE PURCHASER. The Purchaser is a Massachusetts limited partnership which was organized for the purpose of acquiring the Units pursuant to the Offer. The Manager of the Purchaser is Equity Resources Group, Inc., a Massachusetts corporation ("ERG" or "Bidder"), which is controlled by ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇. ▇▇▇ is engaged in real estate investment and consulting. The Purchaser's and ERG's offices are located at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇. For certain information concerning the members of ERG, see Schedule 1 to this Offer to Purchase. Except as otherwise set forth in this Offer to Purchase, - neither the Purchaser nor, to the best knowledge of the Purchaser, any of the persons listed on Schedule 1, or any affiliate of the Purchaser beneficially owns or has a right to acquire any Units; - neither the Purchaser nor, to the best knowledge of the Purchaser, any of the persons listed on Schedule 1, or any affiliate of the Purchaser or any member, director, executive officer, or subsidiary of any of the foregoing has effected any transaction in the Units; - neither the Purchaser nor, to the best knowledge of the Purchaser, any of the persons listed on Schedule 1 or any affiliate of the Purchaser has any contract, arrangement, understanding, or relationship with any other person with respect to any securities of the Partnership, including but not limited to, contracts, arrangements, understandings, or relationships concerning the transfer or voting thereof, joint ventures, loan or option arrangements, puts or calls, guarantees of loans, guarantees against loss, or the giving or withholding of proxies, consents, or authorizations; - there have been no transactions or business relationships which would be required to be disclosed under the rules and regulations of the SEC between any of the Purchasers, or, to the best knowledge of the Purchaser, any of the persons listed on Schedule 1 or any affiliate of the Purchaser, on the one hand, and the Partnership or affiliates, on the other hand; and - there have been no contracts, negotiations, or transactions between the Purchaser or to the best knowledge of the Purchaser, any of the persons listed on Schedule 1 or any affiliate of the Purchaser, on the one hand, and the Partnership or its affiliates, on the other hand, concerning a merger, consolidation or acquisition, tender offer (other than as described in Section 8 of this Offer) or other acquisition of securities, an election or removal of the General Partner, or a sale or ot...
CERTAIN INFORMATION CONCERNING THE PURCHASER. The Purchaser, BCC Acquisition I LLC, is a manager-managed Delaware limited liability company which has two members. One member, The Bay City Capital Fund I, L.P. ("BCC"), is a Delaware limited partnership. BCC has committed to provide $15,000,000 to the Purchaser. BCC is the manager of the Purchaser and is an investment fund that solely invests in companies in the life sciences industry. BCC has made $24,310,054 in investments within the past twelve months and has undrawn committed funds of $75,689,946. The second member of the Purchaser is Bay Investment Group, L.L.C., a Delaware limited liability company ("BIG"). BIG has committed to contribute all funds in excess of $15,000,000 needed to consummate the Offer. BIG has assets in excess of $23 million and has undrawn committed funds of $63.9 million. BIG is ultimately owned by trusts for the benefit of various members of the Pritzker family. Other than the Rights Exchange Agreement or as elsewhere disclosed herein, neither the Purchaser nor, to the best knowledge of the Purchaser, any of its officers, directors or affiliates has any contract, arrangement, understanding or relationship with any other person with respect to any securities of the Company, including, but not limited to, the transfer or voting of such securities, joint ventures, loan or option arrangements, puts or calls, guaranties of loans, guaranties against loss or the giving or withholding of proxies.
CERTAIN INFORMATION CONCERNING THE PURCHASER. PURCHASER. The Purchaser, a Texas limited liability corporation, was organized to acquire the Company and has not conducted any unrelated activities since its organization. The principal offices of the Purchaser are located at ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, Suite 202, Dallas, Texas 75209. The outstanding membership interests of the Purchaser are owned by four individuals: ▇.
CERTAIN INFORMATION CONCERNING THE PURCHASER. VictoryOne Inc. The Purchaser is a Delaware corporation and, to date, has engaged in no activities other than those incident to its formation and the commencement of the Offer. The Purchaser was formed and organized by the members of MIT Capital Inc. The principal office of the Purchaser is located at 9▇ ▇ ▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇ 210, San Jose CA 95112, and the Purchaser’s telephone number at such principal offices is 4▇▇-▇▇▇-▇▇▇▇. MIT Capital Inc. The Parent is a California corporation and has been formed and organized initially for investment purposes by J▇▇▇▇ ▇▇▇▇. The principal office of the Purchaser is located at 9▇ ▇ ▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇ 210, San Jose CA 95112, and its telephone number at such principal offices is 4▇▇-▇▇▇-▇▇▇▇. Currently MIT Capital Inc. includes the following board members: J▇▇▇▇ ▇▇▇▇ is the Chairman and Chief Executive Officer of the Purchaser and the Parent. He currently also owns and operates several businesses selling, manufacturing, and distributing laser products, optics products, data logger, and other instruments. M▇. ▇▇▇▇ started his own business in 2001 after receiving recognition and awards from Shanghai Science & Technology Bureau for young entrepreneurs. M▇. ▇▇▇▇ is a MBA graduate from C▇▇▇▇▇ Kong Graduate School of Business. He double-majored and earned his B.S. in Engineering and B.A. in Accounting & Finance from Shanghai Jiaotong University in China. M▇▇▇▇▇▇ ▇▇▇▇▇ is a Director of the Parent. He has over 20 years’ experience in venture capital investment, strategic consulting, scientific research, business development and operation. M▇. ▇▇▇▇▇ was an investment professional with DFJ ePlanet Ventures with investment and portfolio management focuses on hi-tech, material science, and clean tech. M▇. ▇▇▇▇▇ represented ePlanet serving on the boards of four portfolio companies including Hisoft (NASDAQ: PACT now). Previously, M▇. ▇▇▇▇▇ worked at eBay, Interwoven (now HP ), E▇▇▇▇▇▇ Kodak in product development, marketing strategy, and as a Research Scientist, respectively. M▇. ▇▇▇▇▇ received his Ph.D. in Chemistry from Stanford University and an MBA from the H▇▇▇ School of Business at University of California, Berkeley. Z▇▇▇▇ ▇▇▇▇▇▇▇ is M▇. ▇▇▇▇’▇ wife; however, she is not a shareholder, director or executive officer of the Purchaser or the Parent. As of the date of this Offer to Purchase, she is the beneficial owner of 125,541Shares, or approximately 9.62% of the outstanding Shares. Such Shares have been purchased in a series of trans...
CERTAIN INFORMATION CONCERNING THE PURCHASER. 9 Section 12. Source and Amount of Funds . . . . . . . . . . . . . . . 9 Section 13. Certain Conditions of the Offer . . . . . . . . . . . . . 9 Section 14. Certain Legal Matters and Required Regulatory Approvals . 10 Section 15. Fees and Expenses . . . . . . . . . . . . . . . . . . . . 10 Section 16. Miscellaneous . . . . . . . . . . . . . . . . . . . . . . 11 SCHEDULE 1 Information with respect to the Managers of ▇▇▇▇▇ Capital, LLC , the Manager of Purchaser (Oak) . . . . . . . . . . . . . . . . . S-1 SCHEDULE 2
CERTAIN INFORMATION CONCERNING THE PURCHASER. The Purchaser was formed in March 2000 under the laws of the State of Delaware for the purpose of making an investment in the Company. See Section 11 under this caption on page 17. The principal executive office of the Purchaser is located at ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ and its telephone number is (▇▇▇) ▇▇▇-▇▇▇▇. Until February 2001, the Purchaser had no assets, liabilities, or business. The cash and Shares described below in the unaudited balance sheet of the Purchaser as of February 22, 2001 were contributed into the Purchaser in February 2001. The Purchaser has not engaged, and is not expected to engage, in any business other than in connection with acquiring Shares. As of the date of this Offer to Purchase, the Purchaser is the beneficial owner of 134,900 Shares, which constitute approximately 4.6% of the Shares outstanding as of the date of this Offer to Purchase. Set forth below is the unaudited balance sheet of the Purchaser as of February 22, 2001. AV, INC. BALANCE SHEET AT FEBRUARY 22, 2001 (unaudited)