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EX-99.1 - EXHIBIT 99.1 - INDEPENDENCE TAX CREDIT PLUS L P IIexhibit99-1.htm




UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
 
 
FORM 8-K
 
 
 
 
 
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
 
 
 
 
 
 
Date of Report (Date of earliest event reported): October 18, 2012
 

INDEPENDENCE TAX CREDIT PLUS L.P. II
(Exact name of registrant as specified in its charter)
 
 
Delaware
 
0-13782
 
13-3646846
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
100 Church Street, New York, New York
 
10007
(Address of principal executive offices)
 
(Zip Code)
 
 
 
Registrant’s telephone number, including area code: (212) 317-5700
 
 
 
 
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
 
 
 
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 
 
 
 
 
 
 
 
 


 
 
 
 
 
 
 
Item 8.01. Other Events.
 
On October 18, 2012, Independence Tax Credit Plus L.P. II ("Independence II") issued a press release announcing that it recently became aware of a tender offer by Peachtree Partners (the "Offeror") to purchase up to 4.9% of the 58,928 outstanding limited partnership units of Independence II at a price of $18 per unit, less certain reductions to that purchase price (including an “administrative fee” of $100 per selling investor) as described in the Offeror’s written tender offer materials dated October 5, 2012. The press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and incorporated herein by reference.
 
 
This Current Report on Form 8-K and the press release attached as an exhibit hereto contain forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995 and also include a cautionary statement identifying important factors that could cause actual results to differ materially from those anticipated.
 
 
 
Item 9.01. Financial Statements and Exhibits
 
 
 
(a)
Not applicable
 
       
 
(b)
Not applicable
 
       
 
(c)
Not applicable
 
       
 
(d)
Exhibits
 
         
   
99.1
 
 
 
 
 
 
 
 
 
 

 
 

 
 
 
 
 
 
 
SIGNATURES
 
 
Pursuant to the requirements of the Securities Exchange Act of 1034, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


INDEPENDENCE TAX CREDIT PLUS L.P. II
(Registrant)
 
 
 
 
      By: RELATED INDEPENDENCE ASSOCIATES L.P.,
        General Partner
           
        By: INDEPENDENCE ASSOCIATES GP LLC,
          General Partner
           
Date:
October 18, 2012
     
By:
/s/ Robert A. Pace
           
Robert A. Pace
           
Chief Financial Officer and Principal Accounting Officer