Beard Amends Stake in Apartment Investment & Management Co.
Ticker: AIV · Form: SC 13D/A · Filed: Jul 12, 2024 · CIK: 922864
| Field | Detail |
|---|---|
| Company | Apartment Investment & Management CO (AIV) |
| Form Type | SC 13D/A |
| Filed Date | Jul 12, 2024 |
| Risk Level | medium |
| Pages | 10 |
| Reading Time | 12 min |
| Key Dollar Amounts | $49,898,325, $5,321,385 |
| Sentiment | neutral |
Sentiment: neutral
Topics: schedule-13d, amendment, ownership-change
Related Tickers: AIV
TL;DR
Beard's group updated their 13D on AIV. Watch for changes.
AI Summary
Joseph G. Beard, through JGB Holdings, Inc., JGB Ventures I, Ltd., and Westdale Investments LP, has amended their Schedule 13D filing for Apartment Investment and Management Company (AIV) on July 10, 2024. The filing indicates a change in beneficial ownership of Class A Common Stock, though specific new holdings or changes in percentage are not detailed in this excerpt. Beard's primary business address is listed as 2550 Pacific Ave, Suite 1600, Dallas, Texas.
Why It Matters
This amendment to a Schedule 13D filing signals a potential shift in significant ownership for Apartment Investment and Management Company, which could influence future corporate actions or stock performance.
Risk Assessment
Risk Level: medium — Amendments to Schedule 13D filings often indicate changes in significant shareholder positions, which can lead to increased volatility or strategic shifts for the company.
Key Players & Entities
- Joseph G. Beard (person) — Filing person and beneficial owner
- JGB Holdings, Inc. (company) — Group member filing the statement
- JGB Ventures I, Ltd. (company) — Group member filing the statement
- Westdale Investments LP (company) — Group member filing the statement
- Apartment Investment and Management Company (company) — Subject company
- 03748R754 (dollar_amount) — CUSIP Number for Class A Common Stock
FAQ
What specific changes in beneficial ownership are reported in this Schedule 13D/A filing?
This excerpt does not detail the specific changes in beneficial ownership, only that an amendment (No. 2) has been filed on July 10, 2024.
Who is the primary individual filing this amendment?
Joseph G. Beard is the primary individual filing this amendment.
Which entities are part of the filing group?
The filing group includes JGB Holdings, Inc., JGB Ventures I, Ltd., and Westdale Investments LP.
What is the CUSIP number for the securities in question?
The CUSIP number for the Class A Common Stock of Apartment Investment and Management Company is 03748R754.
What is the date of the event requiring this filing?
The date of the event which requires filing of this statement is July 10, 2024.
Filing Stats: 3,029 words · 12 min read · ~10 pages · Grade level 13.3 · Accepted 2024-07-12 10:45:26
Key Financial Figures
- $49,898,325 — 295 shares of Stock for an aggregate of $49,898,325 in cash. Pursuant to a series of transa
- $5,321,385 — of Stock for aggregate net proceeds of $5,321,385 in cash. The source of funds used by
Filing Documents
- d798782dsc13da.htm (SC 13D/A) — 99KB
- 0001193125-24-178289.txt ( ) — 101KB
to the Schedule 13D is hereby amended and restated as follows
Item 1 to the Schedule 13D is hereby amended and restated as follows: (a) Name of Issuer: Apartment Investment and Management Company (b) Address of Issuers Principal Executive Offices: 4582 South Ulster Street Suite 1450 Denver, Co, 80237 (c) Title and Class of Securities: Class A Common Stock (d) CUSIP Number: 03748R754 Item2. Identity and Background .
to the Schedule 13D is hereby amended and restated as follows
Item 2 to the Schedule 13D is hereby amended and restated as follows: (a) Name of Persons Filing: This Schedule 13D is being filed jointly by: (i) Westdale Investments LP., a Texas limited partnership ( WI ); Page 7 of 11 CUSIP No. 03748R754 (ii) JGB Ventures I, Ltd., a Texas limited partnership and the general partner of WI ( JGB I ); (iii) JGB Holdings, Inc., a Texas corporation and the general partner of JGB I ( Holdings ); and (iv) Joseph G. Beard, a citizen of the United States and the President and sole shareholder of Holdings ( Beard , and collectively with WI, JGB I, and Holdings, the Reporting Persons ). All voting and investment decisions with respect to securities held by the Reporting Persons are made by Beard. The Reporting Persons may be deemed to comprise a group within the meaning of Section 13(d)(3) of the Act, although neither the fact of this filing nor any of the information contained herein shall be deemed to be an admission by any of the Reporting Persons that a group exists. The Reporting Persons have entered into a Joint Filing Agreement, dated August 9, 2022, pursuant to which the Reporting Persons have agreed to file the Schedule 13D and all amendments thereto jointly in accordance with the provisions of Rule 13d-1(k)(1) promulgated under the Act. (b) Address of Principal Business Office: The address of the principal business office of each of the Reporting Persons is 2550 Pacific Ave, Suite 1600, Dallas, Texas 75226. (c) The principal occupation or employment of each of WI, JGB I and Holdings is investments. Beards principal occupation or employment is serving as the President of Holdings, the general partner of JGB I. (d) None of the Reporting Persons have, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) None of the Reporting Persons have, during the last five years, been a party to a civil proceeding of a judicial or administrati
to the Schedule 13D is hereby amended and restated as follows
Item 3 to the Schedule 13D is hereby amended and restated as follows: Pursuant to a series of transactions ending on October 7, 2022, WI and Beard have collectively purchased an aggregate of 7,857,295 shares of Stock for an aggregate of $49,898,325 in cash. Pursuant to a series of transactions ending on July 10, 2024, WI has sold an aggregate of 650,000 shares of Stock for aggregate net proceeds of $5,321,385 in cash. The source of funds used by WI to purchase the Stock held directly by it is Working Capital. As used herein, the term Working Capital includes income from the business operations of each entity Reporting Person plus sums borrowed from, among other sources, banks and brokerage firm margin accounts, to operate such business in general. The source of funds used by Beard to purchase the Stock over which he has sole voting and dispositive power is personal funds. Page 8 of 11 CUSIP No. 03748R754 Item4. Purpose of Transaction .
to the Schedule 13D is hereby amended and restated as follows
Item 4 to the Schedule 13D is hereby amended and restated as follows: The shares of Stock were acquired by the Reporting Persons for the purpose of investment. The Reporting Persons intend to continue to evaluate the Issuers business, prospects and financial condition, the market for the Stock, monetary and stock market conditions and other further developments. As a part of such evaluation, one or more of the Reporting Persons may participate in meetings or hold discussions with the Issuers management, other shareholders and other persons in which the Reporting Persons may express their views with respect to potential changes in the operations, assets, capital structure or ownership of the Issuer as a means of enhancing shareholder value. Such expression of views may relate to one or more of the transactions specified in clauses (a) through (j) of Item 4 of this Schedule 13D. Depending upon, among other things, the factors set forth above, the Reporting Persons reserve the right to (i) dispose of all or part of their investment in the Stock at any time, (ii) acquire additional shares of Stock by tender offer, in the open market, in private transactions or otherwise, (iii) propose a merger or similar business combination with the Issuer or its affiliates, (iv) seek control of the Issuer by stock ownership or otherwise, or (v) take any other action with respect to the Issuer. Except as set forth in this Item 4, the Reporting Persons have no present plans or proposals that relate to or that would result in any of the following actions: (a) The acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer; (b) An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries; (c) A sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; (d) Any change in the present board of directors or management o
to the Schedule 13D is hereby amended and restated as follows
Item 5 to the Schedule 13D is hereby amended and restated as follows: JGB I is the sole general partner of WI, Holdings is the sole general partner of JGB I, and Beard is the President and sole shareholder of Holdings. Pursuant to Rule 13d-3 promulgated under the Act, each of WI, JGB I, Holdings and Beard may be deemed to be the beneficial owner of 7,105,752 shares of the Stock owned directly by WI (the WI Shares ), which constitutes approximately 4.91% of the 144,827,125 shares of the Stock outstanding as of May 7, 2024 (the Outstanding Shares ), according to the Issuers Quarterly Report on Form 10-Q filed with the SEC on May 8, 2024. Each of the Reporting Persons, either directly or indirectly, may have or share the power to vote or to direct the vote of, and to dispose of or to direct the disposition of, the WI Shares. Beard has sole voting and dispositive power over 101,543 shares of Stock (the Beard Shares ). Pursuant to Rule 13d-3 promulgated under the Act, Beard may be deemed to be the beneficial owner of an aggregate of 7,207,295 shares of the Stock, consisting of the WI Shares and the Beard Shares. The Beard Shares together with the WI Shares constitute approximately 4.98% of the Outstanding Shares. Other than as set forth above, none of the Reporting Persons named herein is the beneficial owner of any shares of the Stock. During the last 60 days, WI has sold shares of the Stock in open market transactions on the New York Stock Exchange as follows: Date of Sale Number of Shares* Price Per Share ($)** July 8, 2024 (200,000 ) 8.1745 July 9, 2024 (250,000 ) 8.1322 July 10, 2024 (200,000 ) 8.2671 * Sales indicated in parentheses ** Represents average price per share, net of fees As of July 10, 2024, each Reporting Person ceased to be the beneficial owner of more than five percent of the outstanding shares of Stock. Item6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of Issuer .
to the Schedule 13D is hereby amended and restated as follows
Item 6 to the Schedule 13D is hereby amended and restated as follows: To the best knowledge of the Reporting Persons, except as otherwise described in this Schedule 13D, there are no contracts, arrangements, understandings or relationships (legal or otherwise) among the Reporting Persons or between the Reporting Persons and any other person with respect to any securities of the Issuer, including any class of the Issuers securities used as a reference security, in connection with any of the following: call options, put options, security-based swaps or any other derivative securities, transfer or voting of any of the securities, finders fees, joint ventures, loan or option arrangements, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. Page 10 of 11 CUSIP No. 03748R754 Item7. Material to be filed as Exhibits .
to the Schedule 13D is hereby amended and restated as follows
Item 7 to the Schedule 13D is hereby amended and restated as follows: Exhibit A Joint Filing Agreement (incorporated by reference to Exhibit A to Schedule 13D filed August 10, 2022). Page 11 of 11 CUSIP No. 03748R754
Signatures
Signatures After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Date: July 11, 2024 WESTDALE INVESTMENTS, LP By: JGB Ventures I, Ltd. Its General Partner By: JGB Holdings, Inc., Its General Partner By: /s/ Joseph G. Beard Name: Joseph G. Beard Title: President JGB VENTURES I, LTD. By: JGB Holdings, Inc. Its General Partner By: /s/ Joseph G. Beard Name: Joseph G. Beard Title: President JGB HOLDINGS, INC. By: /s/ Joseph G. Beard Name: Joseph G. Beard Title: President /s/ Joseph G. Beard Joseph G. Beard