Prospectus Filed Pursuant to Rule 424(b)(3) (424b3)
09 December 2022 - 08:32AM
Edgar (US Regulatory)
Filed Pursuant to Rule 424(b)(3)
Registration No. 333-259207
PROSPECTUS SUPPLEMENT DATED DECEMBER 8, 2022
(TO PROSPECTUS DATED APRIL 15, 2022)
10,000,000 Series B Preferred Units
Representing Limited Partnership Interests
(Liquidation Preference $10.00 per Series B Preferred
Unit)
EXPLANATORY NOTE
This prospectus supplement is being filed to update and supplement
the information contained in the Prospectus dated April 15, 2022
(the “Prospectus”) relating to the offering of 10,000,000 of Series
B Preferred Units representing limited partnership interests in
America First Multifamily Investors, L.P. (n/k/a Greystone Housing
Impact Investors LP) (the “Partnership”), liquidation preference
$10.00 per preferred unit (the “Series B Preferred
Units”).
On November 29, 2022, the Partnership filed an Amendment to the
Certificate of Limited Partnership of the Partnership (the
“Certificate Amendment”) with the Secretary of State of the State
of Delaware to change the name of the Partnership to “Greystone
Housing Impact Investors LP.” On December 5, 2022, the Certificate
Amendment became effective and the name of the Partnership changed
from “America First Multifamily Investors, L.P.” to “Greystone
Housing Impact Investors LP.” The Certificate Amendment and name
change were approved by the Board of Managers of Greystone AF
Manager LLC, which is the general partner of the general partner of
the Partnership, and did not require the approval of the
Partnership’s limited partners or the holders of its beneficial
unit certificates representing assigned limited partnership
interests.
As a result, all references in the Prospectus to “America First
Multifamily Investors, L.P.” are modified to refer to “Greystone
Housing Impact Investors LP.” The name change will not affect the
Partnership’s outstanding Series B Preferred Units.
This prospectus supplement updates and supplements the information
in the Prospectus and is not complete without, and may not be
delivered or utilized except in combination with, the Prospectus,
including any amendments or supplements thereto. This prospectus
supplement should be read in conjunction with the Prospectus and if
there is any inconsistency between the information in the
Prospectus and this prospectus supplement, you should rely on the
information in this prospectus supplement.
Except to the extent amended, revised, or updated by the
information contained herein, this prospectus supplement does not
amend, revise, or update any of the other information set forth in
the Prospectus.
Investing in our Series B Preferred Units involves a high degree of
risk. Limited partnerships are inherently different from
corporations. You should carefully consider the information under
the heading “Risk
Factors”
beginning on page 24 of the Prospectus, and contained in any
applicable prospectus supplement and in the documents incorporated
by reference therein, before you make an investment in our Series B
Preferred Units.
Neither the Securities
and Exchange Commission nor any state securities commission has
approved or disapproved of the securities to be issued under the
Prospectus, or determined if the Prospectus or this prospectus
supplement is truthful or complete. Any representation to the
contrary is a criminal offense.
The date of this prospectus supplement is December 8,
2022.
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