Estate of Webster E. Kelley, Deceased, John R. Louden and Patricia L. Louden, Personal Representatives - Page 11

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          percent.  ATI considered several factors in making this                     
          determination, including:  KLLP is smaller in size than a                   
          publicly traded fund; closed-end funds generally have a staff of            
          analysts and professional managers devoted to the full-time                 
          management of the fund investments which reduces risk whereas               
          KLLP is not managed in the same manner; closed-end funds offer              
          diversification of the portfolio of investments while KLLP is not           
          diversified; and KLLP does not have a performance history whereas           
          most closed-end funds have a performance history of 5 to 10                 
          years.                                                                      
               Once ATI determined an appropriate discount range of 21.8              
          percent to 25.5 percent, ATI then further adjusted the discount             
          based on several factors and restrictions inherent in KLLP and              
          using other partnership studies.  One such study, published by              
          Partnership Profiles, Inc. (PPI), found that the average discount           
          for 18 publicly registered but nontraded miscellaneous                      
          partnerships, when the NAV of such partnerships was compared to             
          the prices at which investors acquired units in them in the                 
          secondary market, was 29 percent.  ATI also discussed another               
          study published by PPI which compared the NAV of approximately              
          100 publicly registered but nontraded real estate partnerships              
          with the prices at which investors acquired units in these                  
          partnerships in the secondary market.  The average discount to              
          NAV was 27 percent for the transactions studied.  Therefore, ATI            






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