UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): May 21, 2009
AMERICA FIRST TAX EXEMPT INVESTORS, L.P.
(Exact name of Registrant as specified in its charter)
| |
|
|
|
|
| Delaware
|
|
000-24843
|
|
47-0810385 |
| (State or other jurisdiction
|
|
(Commission File Number)
|
|
(IRS Employer Identification |
| of incorporation)
|
|
|
|
No.) |
| |
|
|
| 1004 Farnam Street, Suite 400, Omaha, Nebraska
|
|
68102 |
| (Address of principal executive offices)
|
|
(Zip Code) |
Registrant’s telephone number, including area code: (402) 444-1630
Not applicable
(Former name, former address and former fiscal year, if applicable)
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 (see General Instruction
A.2. below):
| o |
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
| o |
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
| o |
|
Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b)) |
| |
| o |
|
Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 8.01 Other Events.
On May 21, 2009, America First Tax Exempt Investors, L.P., (the “Issuer”) entered into an
underwriting agreement (the “Underwriting Agreement”) with Deutsche Bank Securities Inc. and RBC
Capital Markets Corporation as representatives for the underwriters named therein
(the “Underwriters”). The Underwriting Agreement provides for the sale by the Issuer of 3,500,000
shares representing assigned limited partnership interests in the Issuer. Under the terms of the
Underwriting Agreement, the Underwriters have the option, exercisable for a period of 30 days, to
purchase an additional 525,000 shares from the Issuer to cover overallotments. The Underwriting
Agreement contains customary representations, warranties, and agreements by the Issuer, customary
conditions to closing, indemnification rights, obligations of the parties, and termination
provisions. The offering is being made pursuant to the Issuer’s effective shelf registration
statement on Form S-3 relating to the sale of up to $100,000,000 of Issuer’s shares (Registration
No. 333-139864), as supplemented by the prospectus supplement, dated May 21, 2009. A copy of the
Underwriting Agreement is filed as Exhibit 1.1 hereto and is incorporated herein by reference.
On May 22, 2009, the Issuer issued a press release, a copy of which is attached hereto as
Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
1.1 Underwriting Agreement dated May 21, 2009, among Deutsche Bank Securities Inc.,
RBC Capital Markets Corporation and the Issuer.
| |
99.1 |
|
Press Release of the Issuer, dated May 22, 2009. |